Action Alert No. 05-12
March 24, 2005

NOTICE OF MEETINGS

OPEN BOARD MEETING
(Board meetings are available by audio webcast and telephone.)

Wednesday, March 30, 2005, 9:00 a.m.

  1. Financial instruments: liabilities and equity. The Board will discuss the following four issues: (Estimated 60-minute discussion.)

    1. Should perpetual instruments be subject to direct ownership requirements?

    2. Should characteristics of a consolidated subsidiary’s instrument be used to determine the classification of that instrument within consolidated financial statements (for example, should a perpetual instrument of a subsidiary be considered a perpetual instrument in the consolidated financial statements of the parent)?

    3. How should instruments issued by a consolidated subsidiary that are settled by issuing parent company shares be classified in the subsidiary’s separate financial statements?

    4. Definition of direct ownership instruments—Can a holder’s claim be limited prior to liquidation (for example, would a share that is redeemable at book value represent a limited claim even if there is a provision to participate in the net assets in liquidation)?

  2. FASB Staff Position (FSP). The Board will discuss whether to direct the staff to post to the FASB website a proposed FSP to clarify the applicability of FASB Statement No. 150, Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity, and FSP FAS 150-1, "Issuer’s Accounting for Freestanding Financial Instruments Composed of More Than One Option or Forward Contract Embodying Obligations under FASB Statement No. 150, Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity," to warrants on redeemable shares. (Estimated 30-minute discussion.)

  3. Fair value option. The Board will discuss potential qualifying criteria for the election of the fair value option as well as potential scope exceptions that would preclude the availability of the fair value option for certain financial assets and liabilities. (Estimated 60-minute discussion.)

  4. GAAP hierarchy. The Board will reconsider whether the proposed Statement should provide the qualitative characteristics that make up the sources of categories (a)–(d) as presented in paragraph .05 of AICPA’s Statement on Auditing Standards No. 69, The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles in the Independent Auditor’s Report, or the types of documents that make up the sources of categories (a)–(d) as presented in paragraph .10 of SAS 69. The Board also will consider the status of FASB Staff Positions and Statement 133 Implementation Issues issued by the Derivatives Implementation Group within the hierarchy. (Estimated 30-minute discussion.)

  5. Ratification of EITF consensus. The Board will consider the ratification of the consensus reached at the March 17, 2005 Emerging Issues Task Force meeting. The Board also will consider the EITF’s request that the Board provide guidance on the variability that should be considered when determining whether an interest is a variable interest. (Estimated 45-minute discussion.)

  6. FASB technical plan. The Board will discuss the status of its agenda projects and a draft of the April 2005 technical plan for research and technical activities that focuses on plans for the next six-month period. (Estimated 15-minute discussion.)

  7. Open discussion. If necessary, the Board will allow time to discuss minor issues with staff members on technical projects or administrative matters. Those discussions are held following regular Board meetings as topics come up.

OPEN EDUCATION SESSION

Wednesday, March 30, 2005, immediately following the Board meeting

The Board will hold an educational, non-decision-making session to discuss topics that are anticipated to be discussed at the April 6, 2005 Board meeting. Those topics will be posted to the FASB calendar four days prior to the education session.

BOARD ACTIONS

No Board meetings were held during the week of March 14, 2005.

EITF ACTIONS

March 17, 2005 EITF Meeting

The task force discussed the following issues:

  1. Issue No. 04-5, "Determining Whether a General Partner, or the General Partners as a Group, Controls a Limited Partnership or Similar Entity When the Limited Partners Have Certain Rights." The Task Force reached a tentative conclusion on a model that addresses when a sole general partner, or the general partners as a group, controls a limited partnership or similar entity when the limited partners have certain rights. The Task Force directed the FASB staff to consider certain changes to EITF Issue No. 96-16, "Investor’s Accounting for an Investee When the Investor Has a Majority of the Voting Interest but the Minority Shareholder or Shareholders Have Certain Approval or Veto Rights." These proposed changes will be posted to the FASB website for public comment. Additionally, the Task Force Chairman indicated that the FASB would postpone any further consideration of proposed FSP SOP 78-9-a, "Interaction of AICPA Statement of Position 78-9, Accounting for Investments in Real Estate Ventures, and EITF Issue No. 04-5, ‘Investor’s Accounting for an Investment in a Limited Partnership When the Investor Is the Sole General Partner and the Limited Partners Have Certain Rights,’" until the Task Force reaches a final consensus on this Issue. This Issue will be discussed further at a future meeting.

  2. Issue No. 04-6, "Accounting for Stripping Costs in the Mining Industry." A consensus was reached. The Board will consider the ratification of that consensus at its March 30, 2005 meeting.

  3. Issue No. 04-7, "Determining Whether an Interest Is a Variable Interest in a Potential Variable Interest Entity." The Task Force asked the Board to consider providing guidance on the variability that should be considered when determining whether an interest is a variable interest. The Board will consider this request at its March 30, 2005 meeting. The Task Force will determine whether to continue its discussions on this Issue based on whether the Board agrees to provide guidance.

  4. Issue No. 04-13, "Accounting for Purchases and Sales of Inventory with the Same Counterparty." The Task Force reached a tentative conclusion on the question of whether inventory exchanges within the same line of business should be recognized at fair value. This Issue will be discussed further at a future meeting.

  5. Issue No. 05-1, "The Accounting for the Conversion of an Instrument That Becomes Convertible upon the Issuer's Exercise of a Call Option." A tentative conclusion was reached. The Task Force asked the FASB staff to consider the interaction of the tentative conclusion in this Issue with the computation of earnings per share for these instruments. This Issue will be discussed further at a future meeting.

FUTURE OPEN MEETINGS

The following is a list of open meetings tentatively scheduled through April. All meetings are held in Norwalk, Connecticut, unless otherwise noted. Because schedules may change, please check the FASB calendar before finalizing your plans. Revisions to this list since the last issue of Action Alert are highlighted in bold.

Wednesday, April 6, 2005—FASB Board Meeting
Wednesday, April 6, 2005—FASB Education Session
Wednesday, April 13, 2005—FASB Board Meeting
Wednesday, April 13, 2005—FASB Education Session
Thursday, April 21, 2005—IASB/FASB Joint Board Meeting, London
Friday, April 22, 2005—IASB/FASB Joint Board Meeting, London
Wednesday, April 27, 2005—FASB Board Meeting
Wednesday, April 27, 2005—FASB Education Session