Action Alert No. 06-44
November 2, 2006

NOTICE OF MEETINGS

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

No Board meetings are planned for the week of November 6, 2006. The next scheduled Board meeting is Wednesday, November 15, 2006, and topics for that meeting will be announced in next week’s issue of Action Alert.

OPEN EDUCATION SESSION

Wednesday, November 8, 2006, 9:00 a.m.

The Board will hold an educational, non-decision-making session to discuss topics that are anticipated to be discussed at the November 15, 2006 Board meeting and other future Board meetings. Those topics will be posted to the FASB calendar four days prior to the education session.

BOARD ACTIONS

The Board Actions are provided for the information and convenience of constituents who want to follow the Board’s deliberations. All of the conclusions reported are tentative and may be changed at future Board meetings. Decisions are included in an Exposure Draft for formal comment only after a formal written ballot. Decisions in an Exposure Draft may be (and often are) changed in redeliberations based on information provided to the Board in comment letters, at public roundtable discussions, and through other communication channels. Decisions become final only after a formal written ballot to issue a final Statement, Interpretation, or FSP.

October 23, 2006 FASB/IASB Joint Board Meeting

Liabilities and equity. The purpose of the meeting was informational. The FASB staff updated the IASB Board on the current status of the FASB project on liabilities and equity. The staff provided an overview of the three possible approaches to accounting for financial instruments and other certain instruments with characteristics of liabilities, assets, and equity that have been developed in this project. The staff described the FASB plan to issue for comment a Preliminary Views in the second quarter of 2007 that will include the approach preferred by the majority of FASB members and also describe and illustrate other approaches considered by the Board. The IASB affirmed its plan to issue a due process document containing the FASB’s Preliminary Views for comment by its constituents.

Conceptual framework. The Boards discussed:

  1. Procedures for finalizing the common conceptual framework

  2. Project status and near-term plans, with a focus on the elements and recognition phase (Phase B)

  3. Measurement bases in an introduction to Milestone I of the measurement phase (Phase C).

The Boards agreed that each Board, within the context of its current GAAP hierarchy, will finalize the common framework as parts (chapters) are completed and noted that later parts may include consequential amendments to earlier parts. The Boards noted that the decision of how to finalize the joint framework may need to be readdressed when the Boards discuss the placement of the framework within the IASB and FASB hierarchies.

Regarding the elements and recognition phase (Phase B), the Boards supported the staff’s plan to consult with selected informal technical experts, as well as their Advisory Committees, concerning the definition of an asset while at the same time continuing work on remaining milestones within Phase B. The Boards were also updated on the status and near-term plans for the framework project.

The Boards discussed an inventory of current and proposed measurement bases for assets and liabilities, including new or revised terminology and definitions that might alleviate problems of communicating about measurement bases during the conceptual framework project. The Boards generally supported the staff’s work, but made no decisions about the inventory or terminology. The staff will continue to work on the inventory and terminology. Those items also will be included in the measurement roundtable discussions scheduled for January and February 2007. After the roundtables and further refinement by the staff, the material discussed at the joint meeting will be taken to the Boards again for their decisions.

Insurance contracts. The purpose of the meeting was informational. The IASB staff provided an overview of decisions reached by the IASB in its project on insurance contracts. The staff described the IASB’s plan to issue a discussion paper for public comment in the first quarter of 2007. The FASB affirmed its plans to issue an Invitation to Comment containing the IASB’s discussion paper for comment by its constituents.

October 24, 2006 FASB/IASB Joint Board Meeting

Memorandum of understanding. The Boards discussed progress toward achieving the milestones described in the February 2006 "Memorandum of Understanding between the FASB and the IASB." The meeting was informational; no decisions were reached.

Business combinations. As part of their redeliberations of their June 2005 Exposure Draft, Business Combinations, the Boards discussed the measurement attribute for assets acquired and liabilities assumed in a business combination and how noncontrolling interests should be measured in a less than 100 percent acquisition. No decisions were reached. Instead, the Boards directed the staff to further explore directly measuring the fair value of noncontrolling interests in a business combination. The Boards also asked the staff to further explore the measurement differences that might arise if the assets acquired and liabilities assumed in a business combination are measured using the guidance in FASB Statement No. 157, Fair Value Measurements, versus using the definition of fair value in IFRS 3, Business Combinations.

Financial statement presentation. The Boards continued their discussion of the application of the working principles to the statements of financial position, comprehensive income, and cash flows of a nonfinancial institution.

Financing Section and Investing Category

The Boards decided that in addition to equity, the financing section should include financial assets and financial liabilities (as defined in the literature) that management views as part of the financing of the entity’s business activities; those items are referred to as financing assets and liabilities. Financing assets and related changes would be classified in the financing asset category in each of the financial statements. Financing liabilities and related changes would be classified in the financing liability category in each of the financial statements.

The Boards decided that the investing category in the business section should include assets and liabilities not classified in the financing section that management views as not integral to the entity’s main business activities (referred to as investing assets and liabilities). Investing assets and liabilities and related changes would be classified in the investing category in each of the financial statements.

The Boards directed the staff to develop similarly broad guidelines for classifying assets and liabilities in the operating category in the business section and decided that an entity should be required to explain, as a matter of accounting policy, its basis (or bases) for classifying assets and liabilities in the financing categories, the investing category, and the operating category. Any change in the basis for classification would be viewed as a change in accounting policy and would be implemented through retrospective application to prior periods.

The Boards decided that the financial statement presentation project should address presentation issues related to postretirement benefits, including pensions, based on the current net reporting requirements for those benefits in both the statement of financial position and the statement of comprehensive income. Thus, an entity’s net pension obligation (or asset) would be classified in a single category in the statement of financial position (presumably the operating category) and the related net pension cost and cash flows would be classified in that same category in the statements of comprehensive income and cash flows, respectively.

Presenting Information about the Short- and Long-Term Nature of Assets and Liabilities

The Boards decided that an entity should be required to present short- and long-term subcategories in each of the categories or sections on the face of the statement of financial position. An asset or liability would be classified as short term if the shorter of its (a) contractual maturity or (b) expected realization or settlement is within one year. An entity with an operating cycle longer than one year would be encouraged to describe its operating cycle in the notes to financial statements.

Given that decision, the Boards decided that no other information about liquidity should be required to be presented in the notes to the financial statements except for details of the maturities of long-term assets and liabilities that have a contractual term (such as contractual receivables and lease obligations). Total short-term assets, total long-term assets, total assets, and similar totals for liabilities also would be disclosed in the notes to financial statements.

The Boards confirmed that deferred taxes would be classified as short- or long-term based on the classification of the related asset or liability (the approach used in FASB Statement No. 109, Accounting for Income Taxes).

Measurement

The Boards agreed to proposed modifications to the project working principle related to measurement. In applying that working principle, the Boards decided that an entity should disclose in the summary of significant accounting policies information about the measurement bases of the assets and liabilities presented on the statement of financial position. The Boards also decided that a line item in the statement of financial position should not include assets or liabilities that are measured differently.

The Boards decided that the financial presentation standard should include a general requirement that the notes to financial statements describe any significant uncertainty in the current measure of assets and liabilities and explain why the measured amount was selected.

The Boards decided that the financial statements should provide information that will allow a user to distinguish between the various changes in assets and liabilities, noting that some are due to fair value changes and changes in estimates (that is, remeasurements) while other changes in assets and liabilities are not due to remeasurements, but are due to cash transactions or accruals. The Boards directed the staff to consider which types of changes should be presented separately, which should be aggregated, and the manner in which that information should be presented.

Other Comprehensive Income and the Mechanism of Recycling

The Boards decided that the project should develop a financial statement presentation format that would accommodate their long-term goal of other comprehensive income items being classified in the same manner as all other changes in assets and liabilities. However, in the short term, it may be necessary to keep other comprehensive income items in a separate section of the statement of comprehensive income.

The Boards decided that none of the subtotals in the statement of comprehensive income should have a "timing" difference; that is, the subtotals should be based on changes in assets and liabilities that have occurred in the current period and, thus, the mechanism of recycling should be eliminated. However, in the short term, the changes in assets and liabilities that are currently reclassified (recycled) between other comprehensive income and net income may need to be shown separately from the current-period changes. The Boards acknowledged that given those decisions and the proposed working format, there would not be a net income subtotal in the statement of comprehensive income.

Recognizing that changes to current standards that give rise to other comprehensive income items will need to be made to achieve those long-term goals, the Boards directed the staff to develop a presentation format that can be used in the interim (until the long-term goal can be achieved). The Boards also directed the staff to develop a plan for achieving that long-term goal, such as whether those issues would be addressed in separate projects or as part of the financial statement presentation project.

Revenue recognition. The Boards affirmed their goal of issuing a due process document on revenue recognition by the end of 2007. The Boards decided that the due process document should explain, illustrate, and compare both the customer consideration model and the fair value model. They also agreed that the staff (in consultation with a small group of Board members) should further develop both models before bringing them to the Boards for evaluation, discussion, and possible additional development.

October 25, 2006 FASB Board Meeting

Agenda decision: Statement 155 implementation issues. The Board decided to add a project to its agenda. The Board decided to:

  1. Include a narrow scope exception for securitized interests that contain only an embedded derivative that is tied to the prepayment risk of the underlying prepayable financial assets. If a securitized interest contains any other terms that affect some or all of the cash flows or the value of other exchanges required by the contract in a manner similar to a derivative instrument and if those terms create an embedded derivative that requires bifurcation (ignoring the effects of the embedded call options in the underlying financial assets), that securitized interest would not meet the narrow scope exception and would therefore be evaluated pursuant to FASB Statement No. 133, Accounting for Derivative Instruments and Hedging Activities.

  2. Have the guidance’s effective date prior to the reporting deadline of periods ending December 31, 2006.

  3. Address early adoption of FASB Statement No. 155, Accounting for Certain Hybrid Financial Instruments, in the following ways:

    1. For entities that early adopted Statement 155 and did not bifurcate embedded prepayment derivatives (consistent with the tentative decisions), no transition provisions are required. However, the Board’s guidance will specifically address this scenario to ensure that there is no confusion over the possibility of restating prior financial statements.

    2. For entities that early adopted Statement 155, identified embedded derivatives that would otherwise be included in the proposed scope exception, and that elected to measure the entire hybrid instrument at fair value, the Board’s guidance should be applied retrospectively. The company will be provided with the opportunity to elect any appropriate FASB Statement No. 115, Accounting for Certain Investments in Debt and Equity Securities, classification as part of that retrospective application. If the company elects a trading classification under Statement 115, no adjustment to the changes in fair value previously recorded in the income statement is required. However, if the company elected a classification of available-for-sale, the retrospective application would result in a reclassification from the income statement to accumulated other comprehensive income.

    3. For entities that early adopted Statement 155 and identified and bifurcated embedded derivatives that would otherwise be included in the proposed scope exception, the Board’s guidance should be applied retrospectively. This would result in the reversal of any changes in the fair value of the embedded derivative that were recorded in income during the prior interim period(s). The combined instrument should be recorded, both initially and subsequently, based on the Statement 115 classification previously elected for the host instrument.

  4. Issue the tentative guidance as a Statement 133 Implementation Issue with a 30-day public comment period.

CONCEPTUAL FRAMEWORK—MEASUREMENT
ROUNDTABLE DISCUSSIONS

The FASB and IASB will hold roundtable discussions on measurement in conjunction with their joint conceptual framework project in three locations during January and February 2007, as follows:

January 16–17, 2007—Hong Kong, PRC
January 29, 2007—London, UK
February 1, 2007—Norwalk, Connecticut, USA

Objective

The objective of these roundtables is threefold:

  1. To hear the views of representative IASB and FASB constituents on measurement early in the measurement phase of the conceptual framework project. The discussion around this objective will be unstructured. Any views on measurement that constituents wish to express are welcome.

  2. To discuss whether the list of measurement issues identified in the plan for the measurement phase of the conceptual framework project is appropriate and substantially complete.

  3. To discuss whether the initial inventory of potential measurement bases prepared by the project staff and the terminology associated with that inventory is substantially complete and understandable.

Participation

In contrast to roundtables previously held by the Boards, these roundtables are not based on a due process document for which public comment has been invited and comment letters have been received. Those who would like to participate in one of the measurement roundtable discussions are asked to register by clicking on this registration link. Participants will be selected from those who register so as to provide as broad a representation of constituent groups as possible. Prospective participants are asked to register no later than November 17, 2006. Those selected to participate will be notified by email by November 27, 2006.

Observers

The roundtables will be open to observation by the press and public and will be audio taped for later listening on the IASB and FASB websites. As space for observers may be limited, those who would like to observe a roundtable session are asked to register by clicking on this observer link.

Background material

No background material will be provided to participants in relation to the first objective of the roundtables. The expression of any view about measurement as it relates to the joint conceptual framework project (in contrast to measurement issues in particular standards or standards projects) will be welcomed. Limited background material will be prepared to support the second and third objectives of the roundtables. These materials will be distributed to participants and made available on the IASB and FASB websites by the end of November 2006.

Date and location details

Hong Kong, PRC

Tuesday, January 16
Wednesday, January 17
Session 1: 1:00 p.m.–4:00 p.m.
Session 2: 9:00 a.m.–12:00 p.m.

Hong Kong Institute of Certified Public Accountants
37th Floor, Wu Chung House
213 Queen’s Road East
Wanchai, Hong Kong

London, UK

Monday, January 29 Session 1: 9:00 a.m.–12:00 p.m.
Session 2: 1:30 p.m.–4:30 p.m.

Crowne Plaza London Hotel—The City
19 New Bridge Street
London

http://www.ichotelsgroup.com/h/d/cp/1/en/hotel/LONCY/transportation

Norwalk, CT, USA

Thursday, February 1 Session 1: 9:00 a.m.–12:00 p.m.
Session 2: 1:30 p.m.–4:30 p.m.

Financial Accounting Standards Board
401 Merritt 7
Norwalk, Connecticut

http://www.fasb.org/directions&hotels/

FUTURE OPEN MEETINGS

The following is a list of open meetings tentatively scheduled through December. 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, November 15, 2006—FASB Board Meeting
Wednesday, November 15, 2006—FASB Education Session
Thursday, November 16, 2006—Emerging Issues Task Force Meeting
Tuesday, November 21, 2006—FASB Board Meeting
Tuesday, November 21, 2006—FASB Education Session
Wednesday, November 29, 2006—FASB Board Meeting
Wednesday, November 29, 2006—FASB Education Session
Wednesday, December 6, 2006—FASB Board Meeting
Wednesday, December 6, 2006—FASB Education Session
Thursday, December 7, 2006—Financial Accounting Standards Advisory Council Meeting
Friday, December 8, 2006—Small Business Advisory Committee Meeting
Wednesday, December 13, 2006—FASB Board Meeting
Wednesday, December 13, 2006—FASB Education Session
Wednesday, December 20, 2006—FASB Board Meeting
Wednesday, December 20, 2006—FASB Education Session
Wednesday, December 27, 2006—No FASB Board Meeting or Education Session scheduled



FASB Meetings Available by Audio Webcast and Telephone

To monitor available live meetings free of charge by audio webcast, access the link http://www.trz.cc/fasb/live.html. To monitor by telephone, call 1-800-846-4717. You will be charged $.45 per minute, and VISA, MasterCard, American Express, or Discover Card is required. To listen to a recording of the most recent Board meeting via webcast free of charge, access the link http://www.trz.cc/fasb/archive.html. To listen to a recording by telephone, for a charge of $.45 per minute, call 1-800-462-0393. Questions can be directed to 1-800-846-4630.

Handouts distributed to the audience at Board meetings are posted to our website one-half hour before the start of the meeting. A synopsis of each issue to be discussed at EITF meetings also is posted to this website.

Education sessions are not available by audio webcast or telephone, and no handouts are distributed to the audience.