Monday, August 27, 2012

Global Audit Firms Comment on ESMA Consultation on Materiality in Financial Reporting

The European Securities and Markets Authority received a wide range of comments in response to its consultation paper on materiality in financial reporting.  The majority of commenters said that the concept of materiality is generally well understood, but many expressed the view that there is diversity in application. However, users of financial statements were more divided on the issue, noted ESMA, with over half of those expressing the view that the materiality concept was not clearly and consistently understood.

Diversity in application of materiality was attributed to the fact that significant judgment is necessarily involved and that the concept is applied at the entity-specific level. Many commenters pointed out that differing judgments on materiality do not necessarily represent a lack of consistency, with more than one conclusion being valid. A number of commenters attributed differences arising in either understanding or application to the separate perspectives of the various stakeholder groups, such as preparers, auditors, regulators and users.

Deloitte Touche Tohmatsu commented that the application of a materiality standard necessarily involves the application of professional judgment.  There are circumstances when more than one valid conclusion can be reached based on the exercise of professional judgment, said Deloitte, which does not equate to a lack of consistency in the application of materiality.

In its comment letter, KPMG noted that materiality is a fundamental and pervasive concept underlying the preparation, audit and use of financial statements. Thus, said KPMG, it is important that the definition of materiality is the same for preparers and auditors, and that it is understood by users.

Commenters said that guidance on materiality could be useful and singled out the IASB as the proper body to provide such guidance. KPMG believes that the necessary consistency can be maintained only if the IASB remains the sole source of both the definition of materiality and guidance on its application for the preparation of IFRS financial statements. KPMG urged the International Auditing and Assurance Standards Board (IAASB) to align fully its guidance on materiality for auditors with the IASB definition of and guidance on materiality.

Deloitte favors a single set of high-quality financial reporting standards applied without regional variation. In order to get there, Deloitte believes that the fundamental characteristics  of  financial reporting, including the concept of materiality, must be set by global independent standard setters like the IASB and IAASB and any guidance on materiality must come from these global standard setters and not national standard setters.

Echoing these comments, Ernst & Young said that, since guidance ensuring the consistent application of materiality is a global issue, the IASB is the proper body to provide such guidance. Further, given the relevance of materiality to the audits of financial statements, guidance should be done in consultation with the IAASB.

In its comment letter, PricewaterhouseCoopers said that a national or regional regulator is not the appropriate body to issue guidance on the concept of materiality given that the accounting and auditing standards to which such guidance would apply have global application. Rather, in the event consensus for additional guidance emerges from further dialogue, such guidance should be developed by the IASB in concert with the IAASB. PwC is concerned that adopting a regional or national approach to guidance applicable to financial statements prepared in accordance with IFRS could result in less, rather than more, cross-border  consistent application.

PwC said that users and regulators might benefit from additional dialogue regarding the qualitative aspects of materiality and its application to increasingly subjective and imprecise information inherent in current financial reporting. The IASB’s development of a disclosure framework would serve a valuable role in providing context to the judgments that need to be made by management and auditors with respect to the materiality and relevance of the disclosures in the context of the fair presentation of a firm’s financial statements.

The failure to properly apply the concept of materiality to note disclosures was a common theme of the responses, said ESMA, with commenters noting the reluctance to exercise judgment to exclude information from the financial report. When immaterial items are included in the notes, useful and material information could be obscured, making the financial report less relevant.

With regard to notes, PwC said that generally the same materiality considerations should apply as for primary financial statement items, that being: what information is relevant for the users of the financial statements.  As this information is often difficult to quantify, qualitative aspects are of importance.

KPMG said that the materiality of a disclosure item should not be determined solely by the materiality of the related financial statement line item. The materiality of a disclosure should be judged by considering the objective of the disclosure and whether the omissions or misstatements of items could, individually or collectively, influence the economic decisions that users make on the basis of the financial statements. This would involve an evaluation of the company’s specific facts and circumstances including the consideration of qualitative factors.

Introducing a rule requiring disclosure of additional information in the notes because the related line item in the financial statements is material could reinforce a checklist mentality, cautioned KPMG.  It also would risk impairing the understandability of the disclosures and of the financial statements themselves if such additional information is voluminous.

In the Consultation Paper, ESMA noted that materiality has qualitative as well as quantitative aspects. The vast majority of commenters believe that materiality must be based on both quantitative and qualitative characteristics. They highlighted the fact that materiality is not a simple quantitative figure and that the qualitative aspects must take account of the specific facts and circumstances surrounding each item. This determination requires professional judgment based on all relevant information.  Because of the range of facts, circumstances and requirements that must be considered, many commenters contended that different materiality thresholds are applied all the time depending on the item under discussion.

E&Y noted that one quantitative metric should not ultimately determine all materiality judgments. The application of the concept of materiality is not just a mathematical exercise, said E&Y, instead it involves a significant amount of judgment considering the relevant facts and circumstances.

In its comment letter, BDO said it is essential that materiality is determined from both a quantitative and a qualitative perspective, together with a consideration of the financial statements as a whole. Indeed, continued BDO, qualitative characteristics of materiality are likely to be of greater importance when considering disclosures to be included in financial statements since they encompass both numerical and narrative aspects. For example, while an item included in financial statements might, from a numerical perspective, be relatively small at a reporting date, its potential future changes in value might be highly material.

Grant Thornton commented that materiality assessments should take into account both quantitative and qualitative factors. Quantitative thresholds can serve a purpose in establishing a starting point or benchmark, noted GT, but a rigidly applied quantitative threshold is unlikely to work in all circumstances.

Most commenters indicated that they were not in favor of including an accounting policy disclosing materiality judgments in the financial statements.  They feared that there was a significant risk that such disclosures would become boilerplate, and therefore, would not provide relevant entity-specific information to users.

E&Y was concerned that a meaningful accounting policy on the materiality judgments made in preparing the financial statements may turn out to be quite lengthy since it would be difficult to draw the line for items to be included. In addition, there is a risk that such a policy may add to the expectation gap.

BDO did not believe that it is appropriate for materiality judgments by preparers to be disclosed as an accounting policy. BDO feared that, since views about materiality vary, there is a risk that users of financial statements on which an auditor has given an unqualified opinion would assume a higher degree of agreement by an auditor on a stated policy than might be the case.

Grant Thornton was not convinced that such a disclosure is feasible or would provide useful information. In GT’s view, the disclosures required by IAS 1 on key judgments and estimates are sufficient for users to understand those judgments management have made that are most likely to have an effect on the financial statements.