2017年-世界发展银行全球_Report_on_the_Observance_of_Standards_and_Codes_Accounting_and_Auditing___Module_B_-_Institutional_Framework_for_Corporate_Financial_Reporting_B2_Listed_Companies_14页_233kb

Summary of the Report on the Observance of Standards & Codes (ROSC) Accounting & Auditing (A&A)

Core Content Overview

This document outlines a questionnaire designed to assess the institutional framework for corporate financial reporting in jurisdictions where equity or debt securities of listed companies are traded on a regulated market. The questionnaire is based on international good practice, particularly the Objectives and Principles of Securities Regulation (2010) by IOSCO, and is intended to be completed by securities market regulators or their equivalents. It covers various aspects of financial reporting, auditing, and corporate governance for listed companies.

Main Sections and Key Information

A. Overview of the Securities Exchange and Market

• Stock Exchange(s): The jurisdiction may have one or more stock exchanges, with names and websites to be provided.

• Exchange Network: Indicates whether the stock exchange is part of a network with other exchanges.

• Listing Segments: If applicable, different listing segments (e.g., main board, secondary market) should be described.

• IPOs and Additional Offerings: The number of initial and additional public offerings in the last three years.

• Trading Volume: The trading volume for the previous three years.

• Secondary Market: Whether a secondary market for securities exists.

• Listed Companies: Information on the number of domestic and foreign-controlled listed companies, along with their market capitalization.

• Bonds in Issue: The number and market capitalization of corporate and government bonds.

• Principal Institutional Investors: Includes pension funds, banks, and other major investors in the domestic stock exchange.

B. Securities Market Regulation

• Regulator Name and Authority: The name of the securities market regulator and its legal authority, including powers of inspection, compliance, and enforcement.
• Key Responsibilities: Includes the development of prudential standards, audit oversight, and ensuring compliance with financial reporting requirements.
• Funding Sources: Details on the sources of funding for the regulator and their respective percentages.
• Reporting Requirements: Whether the regulator is required to issue an annual report and its availability to the public.

C. Financial Reporting Requirements for Listed Companies

• IFRS Requirements: Indicates whether IFRS is required for consolidated and legal entity financial statements. If not, specifies the applicable standards or whether IFRS is permitted.

• Presentation Standards: Whether financial statements must follow a specific format or standardized presentation.

• Submission Deadlines: Deadline for submitting annual financial statements and the authority to whom they are submitted.

• Management Report: Whether a management discussion and analysis (MD&A) is required and its scope.

• Interim Financial Statements: Requirements, deadlines, and whether an audit or limited review is needed.

• Regulations: Description of the financial reporting regulations issued by the securities market regulator.

• Inconsistencies: Any discrepancies between financial reporting regulations and other laws, along with the precedence of regulations.

D. Statutory Audit and Other Forms of Independent Assurance

• Statutory Audit Requirement: Whether listed companies are subject to annual statutory audits and the legal instrument that mandates this.

• Auditing Standards: The body that sets auditing standards for listed companies.

• Adoption of ISA: Whether full and current International Standards on Auditing (ISA) are adopted and required for audits of listed companies.

• Auditor Tenure Requirements: Includes rotation of audit partners and firms, cooling-off periods, and other tenure-related rules, with the applicable legal instruments.

• Additional Audit Requirements: Any specific conditions or requirements from the regulator or stock exchange for auditing listed companies.

• Approved Auditors: Whether there is a list of approved auditors for listed companies.

• Non-Audit Services Restrictions: Whether auditors are restricted from providing non-audit services to listed companies.

• Auditor Appointment and Termination Powers: Describes the powers of the annual general meeting, audit committee, board of directors, and other entities in appointing or terminating auditors.

• Auditor Attendance at AGM: Whether auditors are required to attend the annual general meeting of shareholders.

• Resignation/ Termination Reporting: Whether the securities market regulator requires the reporting of auditor resignation or termination and the procedure involved.

E. Audit Committees

• Audit Committee Requirement: Indicates if an audit committee is mandatory for listed companies.
• Composition Requirements: Legal or regulatory requirements for the composition of the audit committee, such as the number of independent directors.
• Key Responsibilities: The audit committee's role in overseeing financial reporting, internal controls, and auditor performance.
• Competences of Members: Required competences for audit committee members, such as financial reporting experience.
• Reporting to Shareholders: Whether the audit committee must report to shareholders annually.

F. Filing and Publication of Financial Statements

• Public Availability: Whether financial statements and other relevant reports must be made public, including specific documents like the balance sheet, cash flow statement, and auditor's report.
• Ongoing Disclosure: Requirement for ongoing and non-selective disclosure of material information related to financial reporting and A&A.
• Access to Financial Statements: Methods of public access, such as internet, official gazette, or in-person access, along with any associated costs.

G. Monitoring and Enforcement - Financial Reporting

• Financial Statement Review: Whether the securities market regulator reviews financial statements, and if so, the structure of the monitoring unit, staff size, and competences.
• Other Monitoring Bodies: Any other institutions responsible for monitoring compliance with financial reporting requirements.
• Auditor Oversight: The role of the regulator in overseeing auditors, and whether other bodies also have oversight responsibilities.
• Sanctions for Non-Compliance: Possible administrative, civil, and criminal sanctions for violations of financial reporting requirements, applicable to the company, its directors, and auditors.
• Enforcement Cases: Major cases of enforcement actions taken over the past five years for financial reporting breaches.
• Supervisory Measures for Non-Unqualified Opinions: Actions triggered by the regulator if a listed company receives non-unqualified audit opinions.

H. Corporate Governance

• Corporate Governance Code: Whether a code of corporate governance exists and whether compliance is voluntary or mandatory.
• Code Requirements: Any additional financial reporting or audit practices encouraged or required by the code.
• Consequences of Non-Compliance: Potential consequences for listed companies that fail to comply with the corporate governance code.

Key Takeaways

• The questionnaire is designed to assess the regulatory framework for financial reporting and auditing in jurisdictions with listed companies.
• It emphasizes the importance of IFRS, statutory audits, audit committees, and transparency in financial reporting.
• The role of the securities market regulator in monitoring, enforcing, and overseeing financial reporting and auditing is central to the assessment.
• Corporate governance codes may impose additional requirements beyond statutory financial reporting.