IFRS / Financial Reporting and Governance

Monitoring the economic, social and political pulse of Canada, Allan Gregg is one of our most respected research professionals and political analysts. Gregg interprets current affairs – the economy, public opinion, business, government dealings at all levels – and tells us where we, as a country, are heading. A pioneer in the integration of consulting, public-opinion research, and communications, Gregg not only has an intimate knowledge of the dynamics of policy-making but also a deep understanding of what it will take to forge a public consensus around government and business initiatives. Allan Gregg brings a unique perspective on the Canadian scene and the implications for business.

Two of the most important elements of an effective audit committee are information management and relationships with the key players in the audit process. Learn what to look for from the CFO and his/her team over and above the “traditional financial information” to help improve your understanding of company operations and other current business issues. Then consider how to maximize the value of this information in discussions with the CFO, the external auditor and the internal auditor, including accountabilities, frequency of communication and personalities.

The global financial crisis has directors, investors, and regulatory bodies reexamining the role of the board in enterprise-wide risk oversight, and demanding a more active and direct engagement in the oversight of the risk management processes. Boards have often struggled with how to best provide this oversight. This session will introduce participants to a framework, practical methodology and tools to help directors discharge this important mandate.

Cyber attacks are becoming increasingly frequent and more complex, as commercial IT systems evolve faster than the technology used to protect them. As more and more information is shared on the internet, the opportunity for exposure increases exponentially. Organizations have long focused on threats to their internal confidential data and intellectual property, but should audit committee members be thinking more widely about this issue? What can we learn from the recent News of the World scandal? This session will provide an overview of the key considerations for an audit committee and provide recommendations for dealing with these threats.

The audit committee has a wide range of responsibilities including oversight of the integrity of the company’s external auditor and the auditor’s qualifications and independence, as well as responsibility for reviewing the company’s annual financial statements. In the case of public companies, the Audit committee is also responsible for reviewing ongoing financial disclosure including financial statements, management’s discussion and analysis and annual and interim earnings press releases before the information is publicly disclosed. This session will address the duties of the audit committee and provide practical advice on the ways in which the members of the committee can minimize the risks associated with their responsibilities.

Directors have a primary duty to act in the company’s best interests, and not those of a particular shareholder, including a majority shareholder. But this can be difficult when there is a majority shareholder who exerts significant influence and pressure. How effective can audit committee members be in these circumstances? This session will explore some of these challenging issues, and how they can be diplomatically and effectively handled.

Dodd-Frank legislation in the U.S. has a wide-ranging impact beyond regulation of the financial industry. It includes a number of requirements relating to corporate governance, securities and disclosure for public companies, including Canadian companies, that are registered or traded in the U.S. This session will provide an overview of the influence this legislation is most likely to have on the Canadian regulatory environment and its potential impact.

Andrew Foley is a partner in the Paul, Weiss Corporate Department and a member of the Canadian Practice Group, Andrew J. Foley was elected partner at Paul, Weiss effective January 2002. Mr. Foley works in the New York and the Toronto offices of Paul, Weiss.

Andrew practices in the areas of corporate finance and mergers and acquisitions. He has worked for many years with a number of Calgarybased energy companies on their US legal needs, including: Canadian Natural Resources, Canadian Oil Sands, Cenovus, EnCana, Husky, Nexen and Pengrowth. In addition, Andrew has represented the US underwriters of Petro-Canada, Suncor and Talisman in a number of capital markets transactions. Outside of the energy area, Andrew works with a number of large and smaller Canadian companies, including Abitibi-Bowater, Canadian Pacific Railway, Silver Wheaton, and Teck Resources.

Andrew has been the U.S. legal representative to the Ontario Securities Commission's Securities Advisory Council, has been an Adjunct Professor of Law at the McGill University Faculty of Law and is an Adjunct Professor of Law at Osgoode Hall School of Law in Toronto.

Andrew received his undergraduate degree in 1985, his master's degree in 1987, and his law degree in 1991, all from the University of Toronto. He attended law school at the University of Toronto and McGill University. After law school, he was a clerk to Justice Beverly McLachlin, of the Supreme Court of Canada.

Many governments around the world are focused on bribery and corrupt practices. Canada, while not at the forefront, is headed in a similar direction both at home and in foreign operations. The reputation consequences are as significant as the management distraction, penalties and remediation programs associated with allegations. This session will provide Audit Committee members with guidance on how to assess and deal with the issues raised by new laws, such as the UK Bribery Act and the SEC's Whistleblower program. The session will provide ten practical and actionable steps for Audit Committee members.

Hindsight is always perfect, and so it is with corporate failures. Usually the early indicators were evident but were not acted upon by management. Critical issues often do not surface even at the audit committee or board level. Learn what some of the tell-tale warning signs are, and how audit committee members can probe to help identify the issues before they cause a corporate distress or failure.

Audit committee members have an obligation to stay current and up to date. In this session you will hear how experienced audit committee members stay on top of all the emerging issues in a world of constant change and information overload. What do they read, what forums do they attend and what is the best source of information? This session will guide you through the best web and other information sources to help you with your on-going education needs.

IFRS is now Canadian GAAP for most publicly accountable enterprises, and most of these organizations have, by now, filed interim reports under IFRS. We have early experiences to learn from, both in terms of the practical application of IFRS standards within organizations, as well as the impact and reaction from the stakeholder community. This session will provide an overview of the most important lessons learned so far, including a review of the key technical standards that have created the biggest issues and differences, the reaction by the investment community to the transition, disclosure issues that have arisen, and the implications of moving to a new world of fair value measurement.

The use of social media is growing exponentially: everyone is tweeting, using Facebook and posting YouTube videos which can go viral and have serious consequences. How can organizations control their reputation online? How can they control employees who decide to express their dissatisfaction online? This session will explore the risks of social media, as well as the rewards, and review best practices for creating an effective social media policy.

This is an opportunity to observe firsthand, an audit committee agenda put into practice. The audit committee members will work through a typical agenda, and discuss the various items, some more contentious than others, as well as take you through an in-camera session. See first-hand how dissenting points of views are handled by the chair, and the type of probing questions that members ask of management to uncover issues.