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Volume XV
(July 1, 2009 to June 30, 2010)
This report is the fifteenth compilation of selected opinions issued by the Technical Advisory Committee on inquiries raised by the members and other agencies during the period from July 2009 to June 2010 for the general guidance of the members of the Institute.
The opinions contained in this compilation are of the competent Committees constituted by the Council of the Institute and are of operational nature and not on issues on which relevant laws and rules are not explicit. These "Selected Opinions" are not a compendium of "legal advice".
The opinions issued by the Committees to the members' queries are dated. Since an opinion is arrived at on the basis of the facts and circumstances of each individual query, it may change if the facts and the circumstances change. An opinion may also change due to subsequent developments in law, pronouncements made by the Institute and other relevant changes. The Institute and the Committees will have no liability in connection with such opinion.
In every case the members have to take their own decisions in the light of facts and circumstances in accordance with related laws and rules etc., applicable to the issue under decision at that point in time.
Shahid Hussain Director Technical Services
Page #
Accounting for Sugar Sales by Sugar Industry ………………………………………
Business Combination Involving Common Control Transactions ……………………
Change in Accounting Policy or Prior Period Error ……………………………………
Deferred Tax Reserves …………………………………………………………………
Desktop Revaluations in Terms of IAS 16 (Property, Plant and Equipment) ……….
Guidance on Accounting for Specie Dividend Issue by a Subsidiary Company …
Issue of Bonus Shares …………………………………………………………………….
Presentation / Disclosure Requirements (Investments – Held-to-Maturity) ………….
Query Related to WPPF …………………………………………………………………
Clarification Regarding Half Yearly Review …………………………………………….
Opinion on Appointing an External Auditor Providing Non- Assurance Services …
Requirement to obtain NOC from the Retiring Cost Auditor…………………………
Situation Where a Conflict of Interest Arises …………………………………………
The sugar industry's long established practice for selling sugar is that it appoints exclusive brokers for this purpose. There are only a few brokers of sugar in the market.
The pricing of sugar sold by the Company to the broker is based on the rates fixed by the management of the Company verbally on phone at the time advance payment is made to
it by the broker. The Company issues blank transferable delivery orders to the brokers for
a quantity certain but no sale is recorded as the accounting policy of the Company is to
record sales against actual delivery of goods. The delivery of the goods is taken by the
person presenting the delivery order as and when it so chooses to do. When the goods are delivered, the Company issues a sales tax invoice to the customer presenting the delivery order at the price agreed with the broker at the time it received the advance.
The transaction cycle reflects:
that the broker deposits on his own account all payments with the Company in advance that are shown by the Company in the books as received from him.
that the Company simultaneously issues blank delivery orders in quantities of 10 and 20 tones to the broker against the amount advanced. No entry is passed in the accounts as the accounting policy of the Company requires recording of sale against actual delivery.
that the price of sugar is fixed between the management and broker by negotiation when the delivery orders are issued but no commercial invoice or memorandum entry is passed in the books to record this for the reason mentioned in (ii) above.
that the goods against the delivery order are lifted on various dates subsequently by the persons presenting the delivery order and the goods are delivered by the Company to the holder in due course. The said persons do not make any payment at the time of lifting to the Company and instead the brokers account is debited for the amount of the sale based on sales tax invoice issued by the Company in their names for the following reasons:
that the Company does not issue any commercial invoice at the time it issues blank delivery orders to the brokers, it however, issues a sales tax invoice in the name of the customer as and when the holder in due course presents the delivery order and records the sale against actual delivery in accordance with its accounting policy, and
the account of the broker is simultaneously debited with the amount of the sales tax invoice issued in the customer's name and sale is booked by the Company at the price mentioned in the sales tax invoice, which is the one originally agreed between him and the Company as per (iii) above.
the Company maintains a record of delivery orders with quantity numbered serially without any date and name of customer and the date these are lifted are entered in its records.
In view of the industry practice mentioned above, the broker's account is credited and debited with the amount advanced by him during the year with the amount of the sales tax invoice issued by the Company to the customer.
The above practice of the industry lacks transparency as can be gathered from the following:
That the Company keeps record of sales to the extents of sales tax invoices issued to actual customers only for sales tax purpose but does not maintain any subsidiary record for customers account as all sales are made against advance payment that are debited to brokers account and hence no trade debts appear as outstanding at reporting dates.
That there appears to be no relationship legal or otherwise between the customer and the broker to justify the setting off of the amount due from customer against sales tax invoice against the broker's account in the books.
That the right of the brokers apparently becomes vested in the goods lying in godown of the Company. The Company is bound to give delivery as and when the person to whom the broker gives the deliver order presents that at the mill. As a consequence of this right to handover delivery order at this discretion to anybody and at any time, the brokers acquires the status of a wholesaler and carryout activities of that nature but as the transaction and the accounting policy are so structured that he appears to be a broker only.
The final scenario is that the brokers name appears in the records to the extent of a meager amount of brokerage income that it reflects as earned from the Company which is subject to a full and final tax in terms of Section 233 of the Income Tax Ordinance, 2001 and remains protected in this manner from income tax. They also remains outside the ambit of sales tax as they not required to be registered for the services provided by them are not taxable under the Sales Tax Act, 1990 or under the Federal Excise Act, 2005.
Is the accounting policy of the sugar industry for recording sale appropriate under the circumstances and in line with the revenue recognition criteria given in IAS-18.
The Committee would like to draw your attention to the following paragraphs of IAS 18:
14 Revenue from the sale of goods shall be recognised when all the following conditions have been satisfied:
the entity has transferred to the buyer the significant risks and rewards of ownership of the goods;
the entity retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the economic benefits associated with the transaction will flow to the entity; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.
15 The assessment of when an entity has transferred the significant risks and rewards of ownership to the buyer requires an examination of the circumstances of the transaction. In most cases, the transfer of the risks and rewards of ownership coincides with the transfer of the legal title or the passing of possession to the buyer. This is the case for most retail sales. In other cases, the
transfer of risks and rewards of ownership occurs at a different time from the transfer of legal title or the passing of possession.
From the above it is clear that accounting policy of the sugar industry for recording sale appears to be appropriate and in line with the revenue recognition criteria given in IAS-
(February 2010)
Your valued opinion is sought about the following issue, guidance regarding which is presently not available in the IFRS:
A Company (the "Company) intends to issue 25 million ordinary shares to the general
public at Rs.10 per share which is equal to 11.78% of its enhanced paid up capital.
An analysis of its prospectus has revalued that its paid up capital comprises 187.248 million shares of Rs.10 each out of which 9,900 shares are issued against cash while 187.239 million shares are issued against consideration otherwise than cash. These shares were issued pursuant to a scheme of arrangement between the Company and Company "A" whereby the company acquired net assets of Company "A" (except for one asset) worth Rs.552.753 million at a consideration of Rs.1,872.48 million resulting in creation of goodwill amounting to Rs.1,319 billion. The scheme was approved / sanctioned by the High Court.
The said transfer was accounted for under the acquisition method laid down by IFRS-3 as applicable in Pakistan.
Analysis of shareholding:
Pre Combination:
Company "A" (Sponsor Company) is a private company limited by shares. The breakup
of shareholding of Company "A" is as follows:
X Group
Y Group
Company D
The Company was incorporated as a private company on December 4, 2008. The scheme of arrangement was signed between the Company and Company A on December 19, 2008. The breakup of shareholding of the Company on incorporation was as follows:
Company A
Post Combination
A joint petition was filed in High Court and the court sanctioned the said scheme vide
order dated May 7, 2009. The Company converted to public limited company on September 16, 2009. Net assets along with three business of Company A stand transferred to the company. Under the scheme company D has been given 30% shareholding of the Company in lieu of transfer of its 30% shareholding in company A to
and Y Group in equal proportion. After the implementation of the scheme of
arrangement the shareholding structure of the Company and Company A is as follows:
Company A:
In the instant case shareholding of the business transferred to the Company from
Company A remains the same before and after the scheme. From above it is clear that the transaction comes under the definition of a common control transaction as per IFRS 3 and the same is excluded from its scope. Basis for conclusions on IFRS 3 Business Combinations states that the consideration of the accounting for business combinations involving entities under common control is included in the second phase of the Business Combinations project of the IASB.
Commission's concern:
The Commission, as a regulator of the capital markets, considers that recognition of substantial amount of goodwill on a business combination without any change of underlying ownership defeats the underlying concepts of the IFRS, particularly, wherein recognition of self generated goodwill is expressly disallowed. It is also pertinent that fair valuation principles as laid down in IFRS 3 cannot remain as transparent in a common control transaction as they can be otherwise, indicating that purchase method is not appropriate for such transaction. Moreover, we would also like to point out that we have observed that other international jurisdictions, that can be referred to in the light of guidance given in IAS 8, including Hong Kong and US GAAP, require pooling method or predecessor values method of accounting for such combinations and we feel that the same can be stretched tour jurisdiction.
In view of above, our questions are as follows:
a) Whether or not, in spite of express scope exclusion from IFRS 3, has the above business combination been correctly accounted for under purchase method?
b) If the same is correct, will it be fair from the perspective of general public, to whom shares of a company having such a huge intangible asset are offered?
c) If otherwise, what should be the correct way of accounting for such a transaction?
d) Lastly, your opinion should address general scenario in Pakistan whereby distinction between management and sponsors cannot be made.
First of all, the Committee would like to thank you to highlight the important issue and appreciates your detailed analysis and concern thereon.
There is currently no specific guidance on accounting for common control transactions under IFRSs. However, in December 2007 the IASB added a project on this topic to its agenda. The project will examine the definition of common control and the methods of
accounting for business combinations under common control in the acquirer's consolidated and separate financial statements.
You have rightly mentioned in your enquiry that in the absence of specific guidance, entities involved in common control transactions may select an appropriate accounting policy using the 'hierarchy' described in paragraphs 10 – 12 of IAS 8 'Accounting Policies, Changes in Accounting Estimates and Errors'.
As the hierarchy permits the consideration of pronouncements of other standard-setting bodies, the guidance on group reorganisations in both UK and US GAAP may be useful in some circumstances. Such hierarchy of guidance states that in the absence of an accounting standard which specifically applies to a transaction, the management should consider the requirements of IFRS dealing with similar and related issues which in this case is IFRS 3 (that prescribes acquisition method of accounting). It is important to note that the reason for exclusion of common control transactions from IFRS 3 does not emanate from the fact that IASB considers purchase method as inappropriate for such transaction but for the reason that it intends to deal them separately.
Accordingly the Committee considers that both the methods i.e. acquisition method and pooling of interest method are equally acceptable internationally for such transactions depending on the accounting policy chosen by the management.
(May 2010)
Enquiry: One of our clients, a company has been compliant of all the IAS/IFRS as applicable in Pakistan. All the significant accounting policies were consistently applied and followed under the requirements of relevant IAS / IFRS's. There were, however certain omissions and drafting errors in the accounting policies stated in the financial statements. Examples of such errors and omissions are given in the following paragraphs. It is pertinent to mention that there is no financial effect on any of the elements of financial statements of prior years or the current year due to these omission and errors in the accounting policies. The proposed corrections are desired due to better and factual presentation of the accounting policies in the financial statements.
You are requested to guide us whether these corrections will be treated as:
change in accounting policy; or
correction of prior period error; or
if none of (i) and (ii) above, please advise how to affect the desired changes.
The following paragraphs of accounting policies contain omission and errors:
1. Policy for Property, Plant & Equipment states that "the depreciation method, useful lives and residual values are reviewed at each reporting date".
We want to make addition in above policy by inserting "and adjusted if appropriate" after the word reviewed. The redrafted policy will appear as "depreciation method, useful lives and residual values are reviewed and adjusted if appropriate at each reporting date"
(This entails no financial effect as no change has ever been warranted as result of such a review)
2. Policy for Property, Plant & Equipment states that "An item of property, plant and equipment is de-recognized when permanently retired from use"
We intend to redraft the above sentence as "An item of property, plant and equipment is de-recognized on disposal or when no future economic benefits are expected from its use or disposal"
(This entails no financial effect as no asset has ever been retired from active use. There have only been disposals of assets by sale)
3. Stores, spare parts and loose tools policy stated that these "are valued at cost determined under First-in-first-out method". We want to substitute this sentence with the following:
"These are stated at lower of cost determined under first-in-first out method and net realizable value".
This sentence was missing from the accounting policy. Further, there is no mention in the policy about provisioning for obsolete and slow moving items. We intend to add one sentence in this respect as well.
(No financial effect as none of the stores, spares and loose tools were ever required to be valued at net realizable value as the cost was always lower nor any provision for slow moving /obsolete items was required to be made)
We would like to inform that the changes proposed in the above policies are merely for the sake of clarity and improvement and none will result in either change in accounting policy or correction of prior period error.
(November 2009)
Please clarify the meaning of term "Deferred Tax Reserves". Please also clarify whether "Deferred Tax Reserves" would only include the Reserves separately shown in equity section as 'Deferred Tax Reserves' or it will also include the items (like Deferred Tax Asset) routed through Profit and Loss Account and form part of un-appropriated profit/ loss.
It may be mentioned here that "NBFC Rules 2003" (as amended in 2007) define "equity" as:
"equity" includes paid up share capital, reserves, subordinated loans and un-appropriated profits (minus accumulated losses) excluding deferred tax reserves, Surplus on Revaluation of Fixed Assets Account as described in section 235 of the Ordinance, treasury stocks and redeemable preference shares: (emphasis added)
Thus, it is to be ascertained whether reserves that form part of the un-appropriated profit/ loss account due to recognition of Deferred Tax Assets will be deducted for the purpose of calculating equity as per NBFC Rules 2003. Any reference to IAS/IFRS or local laws where the subject term has been defined/ clarified shall be of great help.
The term "Deferred Tax Reserve" is not specially defined in the IFRS. In our local laws (NBFC Rules) the term "Deferred Tax Reserve" was derived from SECP Circular No. 16 of 1999 which was then issued to ensure compliance by the leasing companies with IAS 12 and required to transfer to a capital reserve, amounts equivalent to their deferred tax liability during the period 1 July 1998 to 30 June 2003.
Your attention is drawn to the following paragraphs of IAS 12 "Income Taxes" that deals with recognition of deferred tax liabilities and assets.
58 Current and deferred tax shall be recognised as income or an expense and included in profit or loss for the period, except to the extent that the tax arises from:
a transaction or event which is recognised, in the same or a different period, outside profit or loss, either in other comprehensive income or directly in equity (see paragraphs 61A to 65); or
a business combination (see paragraphs 66 to 68).
61A Current tax and deferred tax shall be recognised outside profit or loss if the tax relates to items that are recognised, in the same or a different period, outside profit or loss. Therefore, current tax and deferred tax that relates to items that are recognised in the same or a different period:
in other comprehensive income, shall be recognised in other comprehensive income (see paragraph 62).
directly in equity, shall be recognised directly in equity (see paragraph 62A).
Based on the above the Committee is of the view that reserves that form part of the un- appropriated profit/ loss account due to recognition of Deferred Tax Assets will not be deducted for the purpose of calculating equity.
(July 2009)
Case in Point:
It has been found, though in exceptional, that surplus / deficit based on desktop revaluations are taken in the financial statements. Recently, a large listed company preferred to go for desktop revaluations of its major properties (land and buildings only), through the firms of professional valuers. This department sought clarification from the company and the reply was that in 2008 there was a sharp decline in the market value of land and buildings, therefore, in order to incorporate the decline in market value, the major land and buildings were revalued (this time only desktop).
Technical Opinion sought
In this connection, we wish to seek a technical opinion as to:
Whether desktop revaluations are specifically allowed in terms of IAS-16 (Property, Plant and Equipment);
In what case and in what form, method, manner or procedure the desktop revaluation may be conducted;
How the desktop revaluations of land and buildings could be different from the generally accepted revaluations on market based evidence by appraisal; and
Role of the auditors of the company with regard to such desktop revaluations;
Any comments that you desire to made with respect to our role as a regulator.
Opinion: IAS 16 requires the revaluation to be done with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of the reporting period. Following paragraphs of IAS-16 further clarifies the objective of valuation. Further, IAS 16 also adds that such frequent revaluations are unnecessary for items of property, plant and equipment with only insignificant changes in fair value. Instead, it may be necessary to revalue the item only every three or five years.
Relevant paragraphs of IAS 16 are reproduced below:
After recognition as an asset, an item of property, plant and equipment whose fair value can be measured reliably shall be carried at a revalued amount, being its fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations shall be made with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of the reporting period.
The frequency of revaluations depends upon the changes in fair values of the items of property, plant and equipment being revalued. When the fair value of a revalued asset differs materially from its carrying amount, a further revaluation is required. Some items of property, plant and equipment experience significant and volatile changes in fair value, thus necessitating annual revaluation. Such frequent revaluations are unnecessary for items of property, plant and equipment with only insignificant changes in fair value. Instead, it may be necessary to revalue the item only every three or five years.
We understand that the concept of 'Desktop Revaluation' emanates from Annexure IV (R-11) of the Prudential Regulations which defines 'Desktop Evaluation' as "an Interim Brief Review of Full-scope Evaluation, so that any significant change in the factors, on which the full-scope valuation was based, is accounted for and brought to the notice of the lending bank / DFI."
The valuation process, for the purposes of provisioning, prescribed under Annexure IV (R-11) of Prudential Regulations includes conducting a 'Full-scope Valuation' of the securities and collateral in the first year and then followed by 'Desktop Valuations' in the second and third year. Full scope valuation shall be valid for three years from the date of last valuation.
Based on above, the Committee is of the view that IAS 16 does not prescribe any particular method (Full Scope / Desktop). It is management responsibility to report the appropriateness of Company Assets at fair value, based on its judgment.
Our client a private limited company has a substantial stake in a subsidiary company listed on Stock Exchange. The company listed on Stock exchange has a 100% owned subsidiary company which was a private limited company.
The listed subsidiary company in its last AGM approved a specie dividend, being shares of its subsidiary company (private limited company) as permitted under the stock exchange listing regulation VIII (Copy attached).
As per the procedures prescribed in this regulation, the private limited company changed status to a listed company to enable it to distribute specie dividend to the share holder of the first subsidiary listed company.
While technical guidance on accounting for bonus shares has been given in TR- 15, the accounting for this kind of dividend i.e., specie dividend has not yet been considered. Our clients all the 3 companies i.e., investor company (private limited) and 2 subsidiaries i.e., fist subsidiary – listed company and the sub-subsidiary (now converted into a listed company) are of an opinion that fair value measurement basis given in IAS – 39 (Paragraph 43, 44) may be followed at the date of issue of the aforesaid specie dividend. Therefore, the holding company, and first subsidiary company on receipt of specie dividend recorded the same by investment in the sub-subsidiary company with a corresponding credit to dividend income at fair value considering the same to be not a bonus issue by the subsidiary company.
We feel that the accounting treatment made by the holding company and the subsidiary
appear in compliance to IAS – 39 (Para 43, 44). Further, we also feel that the same
treatment may appear reasonable if the first mention company would not be holding company but any other investor company. However, we need to confirm the appropriateness of the treatment and wish to obtain a clear guidance from relevant committee of ICAP on the matter.
our case following three companies are involved:
Parent having substantial stake in subsidiary S1
Subsidiary company of parent
Sub-Subsidiary of S1 (which holds 100% share capital)
S1 distributes its holding in SS1 to the extent of 50% as specie dividend.
P by virtue of its holding in S1 received specie dividend from S1 being shares in SS1.
Common control before and after distribution have been retained as under:
Control by subsidiary (S1) in sub-subsidiary in SS1 before distribution
- 100%
Control by the group after distribution:
Parent company (P)
- 20%
Subsidiary (S1)
- 50%
Common directors of the group
Total control after distribution
- 77%
The accounting policy of P provides initial recognition of investment in associates is recorded at cost and equity accounting applied as appropriate.
When considering the above provisions as well as the accounting policies of the company receipt of specie dividend is accounted for as under:
Debit to investments at cost of shares in the sub-subsidiary (SS1).
Credit to investments account of first subsidiary (S1).
At the year end date the cost of investments in SS1 as well as investments in S1 have been amended by recording the current period share of profit and loss as given in the equity accounting procedures.
Opinion: At the outset, the Committee would like to highlight that there is some information missing from your enquiry re: whether the holding company (P) and first subsidiary (S1) both prepare consolidated and separate financial statements? However, we have assumed that both the P and S1 prepare separate and consolidated financial statements. We further have assumed that both P and S1 recognize investment in subsidiaries and associates at cost.
The effect of transaction on both separate and consolidated financial statements of P and S1 are summarized below:
Separate Financial Statements
In P's separate financial statements the specie dividend would be recorded as Dividend Income at the value distributed with corresponding debit to the investment in subsidiary/associate SS1.
In S1's separate financial statements, S1 would first recognize liability for dividend payable in relation to profit available for distribution and then the liability for dividend payable would be offset against the value of investments in SS1. S1 can not recognize any gain on such distribution as the liability for dividend is fixed. If the value of investment is determined higher then the carrying value, then the number of shares to be distributed would reduce and vice-a-versa rather then pre-fixing the numbers of shares and then recognizing gain or loss on distribution.
Consolidated Financial Statements
In P's consolidated financial statements there would not be any change other then normal consolidation adjustments and eliminations including elimination of investments and intra group dividend, except where the value of investments is treated as different for distribution purposes from the holding cost of S1, in which case the difference would also need to be eliminated.
In S1's consolidated financial statements dividend distribution would be accounted for normally and there would not be any elimination.
We have not dealt with the issue of appropriateness of determining control over S1 or whether the accounting policies specified in your enquiry are appropriate or not.
(January 2010)
This in connection with accounting treatment, of excess of fair value over par value of shares to be issued upon amalgamation, under the purchase method prescribed by the International Financial reporting Standard – 3 (the "IFRS – 3")
Company A and B entered into a duly sanctioned scheme of amalgamation. In consideration of amalgamation company A issued specified number of its shares to the shareholders of Company B. The amalgamation was accounted for applying the purchase method provided in IFRS – 3. Since the fair value of shares was determined to be higher than their par value, a reserve has been created to account for the difference. The Company is of the opinion that reserve thus created is in the nature of share premium account and the same can be used for the purpose of issuing bonus shares in terms of Section 83 of the Companies Ordinance, 1984 ("the Ordinance").
The Commission is of the view that the said reserve, created due to excess of fair value over par value of shares in consequence of the said amalgamation, may be classified as merger reserve and can not be classified as share premium reserve. Further since such reserve comes under the ambit of Rule 8 of the Companies Issue of Capital Rules 1996 therefore can not be utilized for the purpose of issuing bonus shares in terms of Section 83 of the Ordinance.
You are requested to provide opinion:
a) as to whether this excess of fair value of shares over the par value can be classified as share premium reserve;
b) its accounting treatment is in accordance with the requirements of IFRS; and
c) the said reserve can be used for the purpose of issuing bonus keeping in view the requirements of the legal framework.
The International Financial Reporting Standard IFRS 3 – 'Business Combinations' requires the application of purchase method of accounting for amalgamations/ business combinations that are within the scope of the standard. Under the purchase method of accounting, the consideration transferred, including in the form of issuance of shares in a business combination shall be measured at fair value notwithstanding the fact that the shares are actually issued at par value. As a result, when the fair value of the shares issued exceeds their nominal or par value, the difference is accounted for in the equity as a "capital reserve" and may even be classified as "share premium" and bonus shares may be issued from the amount credited to the share premium account. This runs contrary to the views expressed by the Commission in the aforesaid enquiry.
The Committee deliberated the issue at length and is of the view that in the absence of a clear stipulation under the Companies Ordinance, 1984 (the Ordinance) restricting the utilization of such "capital reserve" for distribution as bonus shares, a sustainable legal view can be taken that such "capital reserve" can be utilized for the said purpose. The Committee, therefore, is of the considered opinion that if the Commission intends to put restriction on the utilization of such "share premium reserve", suitable amendments will be required in the Ordinance for which guidance may be taken from the English or Indian Law.
During previous years a Company purchased – 'Sukuk Bonds' (SB) for Rs.80.650 million, having face value of Rs.75.00 million. Company recognized and recorded 'Intangible Asset' for Rs.5.650 million (premium paid over and above face value and treated as transaction cost) to be amortized over 6.8 years, the maturity period of SB. Investments were disclosed in the financial statements at face value. As per auditors, no active market existed for the investments so fair market-value of the same could not be determined. As per accounting policy, interest income upon SBs was recognized by applying prevailing / applicable base rate plus points.
Accounting policy for investments was not disclosed in the financial statements. Investments classified as 'Held-to-maturity' were not disclosed in accordance with requirements of IAS-39.
When a financial asset or financial liability is recognized initially, an entity shall measure it at fair value plus, in the case of a financial asset or financial liability not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition or issue of the financial asset or financial liability (IAS 39, Para 43). Held to maturity investments should be measured at amortized cost, using the effective interest method. In this case, company recognized interest income upon the investments using applicable base rate plus points, the same rate could be applied to calculate the amortized cost of the investments.
Statistics of the case:
Sukuk Bonds (SBs) purchased for Rs. 25.0 million Number of bonds (Rs. 25.0 million / 100) = 250,000 bonds Face value: Rs. 100 Purchased at premium Rs.2 per bond Rs. 2.0 million in total Date of purchase: July 1, 2006 Date of maturity: June 30, 2012 Rate of profit: 6 months KIBOR plus 35 basis points payable semi annually. Year end is June 30, 2009 Sukuk Bonds are traded in a secondary market through brokers, like money market the way treasury bills are traded.
In the financial statements:
SBs has been disclosed as held to maturity investment at Rs. 25.0 million;
Premium has been capitalized to intangible assets at Rs. 2.0 million and is being amortized to date in the financial statements equally on a systematic basis over the period of maturity;
Interest income being received bi-annually is taken to profit and loss account on simple accrual basis.
Please advice the treatment of above-mentioned case as per IAS 39 especially when KIBOR is rapidly changing. Amount of interest varies each time at the time of payment of profit.
Please refer to para 46(b) of IAS 39 Financial Instruments: Recognition and Measurement requires held to maturity investments to be measured after initial recognition, at the amortised cost using the effective interest method.
Please see the following definitions relating to recognition and measurement as provided in IAS 39:
The amortised cost of a financial asset or financial liability is the amount at which the financial asset or financial liability is measured at initial recognition minus principal repayments, plus or minus the cumulative amortisation using the effective interest method of any difference between that initial amount and the maturity amount, and minus any reduction (directly or through the use of an allowance account) for impairment or uncollectibility.
The effective interest method is a method of calculating the amortised cost of a financial asset or a financial liability (or group of financial assets or financial liabilities) and of allocating the interest income or interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument or, when appropriate, a shorter period to the net carrying amount of the financial asset or financial liability. When calculating the effective interest rate, an entity shall estimate cash flows considering all contractual terms of the financial instrument (for example, prepayment, call and similar options) but shall not consider future credit losses. The calculation includes all fees and points paid or received between parties to the contract that are an integral part of the effective interest rate (see IAS 18 Revenue), transaction costs, and all other premiums or discounts. There is a presumption that the cash flows and the expected life of a group of similar financial instruments can be estimated reliably. However, in those rare cases when it is not possible to estimate reliably the cash flows or the expected life of a financial instrument (or group of financial instruments), the entity shall use the contractual cash flows over the full contractual term of the financial instrument (or group of financial instruments).
For changing interest rate as referred to in the enquiry, guidance may be taken from the following paragraphs of IAS-39:
For consistency with the estimated cash flows approach, the Board decided to clarify that the effective interest rate is calculated over the expected life of the instrument or, when applicable, a shorter period. A shorter period is used when the variable (eg interest rates) to which the fee, transaction costs, discount or premium relates is repriced to market rates before the expected maturity of the instrument. In such a case, the appropriate amortisation period is the period to the next such repricing date. (Underlining is ours)
For floating rate financial assets and floating rate financial liabilities, periodic re- estimation of cash flows to reflect movements in market rates of interest alters the effective interest rate. If a floating rate financial asset or floating rate financial liability is recognised initially at an amount equal to the principal receivable or payable on maturity, re-estimating the future interest payments normally has no significant effect on the carrying amount of the asset or liability.
If an entity revises its estimates of payments or receipts, the entity shall adjust the carrying amount of the financial asset or financial liability (or group of financial instruments) to reflect actual and revised estimated cash flows. The entity recalculates the carrying amount by computing the present value of estimated future cash flows at the financial instrument's original effective interest rate. The adjustment is recognised as income or expense in profit or loss.
Floating interest rate is defined as an interest rate that, instead of being a fixed percentage, is stated as an amount above or below another rate, such as the prime rate. The interest rate moves up or down in relation to the rate of the controlling index.
The Committee would like to draw your attention to the measurement of amortised cost by using effective interest rate which should include the Premium amount. Therefore as mentioned in the enquiry, amortization of the same separately is not correct.
The ABC limited has incurred losses for last five years and in the current year the company earned profit. During the current year, the bank – which has given long term loan to the ABC limited, has re-scheduled the overdue long term and also reduce the rate of mark-up , due to which the ABC limited has reversal of accrual of mark-up expenses of last four years. The effect of reversal of accrued mark-up taken in the current year profit as prior year's adjustment.
In this respect, I want to know your expert opinion whether the WPPF & WWF will be calculated on the profit taking into effect of reversal of mark-up of previous years or not.
It shall be appreciated that the Committee does not have the legal expertise and it does not, therefore, deal with contentious legal aspects; the Committee assists the members only in the interpretation of accounting / auditing standards and statutory provisions dealing with these matters.
The Committee is of the view that though the issue under reference appears to be a legal matter, however, it would like to give its opinion on the query raised by you as follows:-
The Committee wish to draw your attention towards section 2(d) of the Companies Profits (Workers' Participation) Act which defines profits as:
"Profits in relation to a company means such of the net profits as defined in Section 87C of the Companies Act, 1913 as are attributable in its business, trade undertakings or other operations in Pakistan."
Section 87C(3) of the Companies Act 1913 (the Repealed Act) defines Net Profits' as under:
"For the purposes of this section 'net profits' means the profits of the company calculated after allowing for all the usual working charges, interest on loans and advances, repairs and outgoing, depreciation, bounties or subsides received from any Government or from a public body, profits by way of premium on shares sold, profits on sale proceeds of forfeited shares, or profits from the sale of the whole or part of the undertaking of the company but without any deduction in respect of income-tax or super-tax, or any other tax or duty on income or revenue or for expenditure by way of interest on debentures or otherwise on capital account or on account of any sum which may be set aside in each year out of the profits for reserve or any other special fund."
In the opinion of the Committee, considering the definition of profit stated above, especially the underlined portion, it appears that only profits from the ordinary activities of the company should be considered in computing the share of the workers. The Committee feels inclined to hold the view that effect of reversal of mark-up of previous
years due to re-scheduling of the overdue of long term loans and reduction of the rate of mark-up is relevant to the business operations of the company and the same should be construed as part of the profits of the company for all intents and purposes.
Accordingly, in the opinion of the Committee, provision for WPPF and WWF should have been made.
We conducted the audit of a listed company for the year ended June 30, 2008, and the AGM, during which the above said report and Financial statements for the year ended June 30, 2008, was held in May 2009. During this AGM the company duly appointed another firm of chartered accountants in place of our firm, which means that our firm held the office of external auditor until the conclusion of AGM of the company held in May 2009. Despite our reminders to the company for the review of half yearly accounts for the period ended December 30, 2008, the company did not make any arrangements for the review and hence we were unable to conduct the half yearly review for the said period. Now the company has requested us to conduct the half yearly review for the period ended December 31, 2008.
Considering the scenario given above, following are our queries:-
a) Whether or not we can conduct the review of half-yearly financial statements for the period ended December 31, 2008, in current date.
b) Under the given scenario what would be the possible course of action for the company to fulfill the SECP requirement to submit the half yearly review report for the period ended December 31, 2008.
The Committee wishes to draw your attention towards clause 4.4 of the ATR -11:
"Since the auditors are appointed for a period up to the conclusion of the next annual general meeting, they can audit more than one year's accounts during their period in the office. However such situation can only arise if a company fails to prepare and present the accounts at the annual general meeting as required under section 230 of the Ordinance……"
In view of above, the Committee is of the opinion that only the current auditor can conduct the limited review of half-yearly financial statements for the period ended December 31, 2008 in current date. Retiring auditor cannot conduct the limited review of the previous period because section 252(1) of the Companies Ordinance 1984 provides that an auditor is appointed to hold an office from the conclusion of that annual general meeting until the conclusion of the next annual general meeting. The auditors appointed in the Annual General Meeting held on May 2009 are current auditors of the company; therefore, they can conduct limited review/audit of financial statements of the company for the previous period(s)/year(s) in addition to limited review/audit for the current period/year.
With regard to your second enquiry, please refer section 245 of the Companies Ordinance 1984 which deals with the issue.
A Public Sector Bank (Listed company) is in the process of undertaking a few assignments in which we will require services of external consultants, and our external auditor firms, in their capacity as professional consultants, may also participate in the same. We understand that there are independence and ethics related guidelines in vogue
that are applicable to external auditors' services including guidelines as contained in the listing regulations, which are also applicable on us as a listed company.
We would like to seek your opinion as to whether our external auditors can provide services in the following areas:
Computerized Consumer Record Keeping & Maintenance
This system will be required to maintain customer database on computerized system and would include database management and MIS capabilities. This system would contain all particulars of borrower, details of loans including tenor, markup, payment history, repayment schedule and aging of loan for the purpose of classification.
The firm will provide maintenance services and support to the Bank with respect to housing mortgage and SME products for small borrowers.
Under the agreement the firm will manage the technical maintenance of the System implemented to ensure complete troubleshooting and maintenance support on-site and for this purpose a technical team has to be posted on-site at the Bank. The firm will provide continuous support for system for back office functions. System technical maintenance also includes continuous technical functioning of the application system software together with troubleshooting in case of system errors, removal of bugs, effecting recovery in case of disaster recovery, database corruption in whole or part caused by any event, misuse or corruption due to any computer virus or any other cause.
Loans to be maintained on the new system would approximately represent 1.8% of the gross advances of the bank in the case of housing mortgage and 1% in the case of SME product respectively.
Income Tax Related Advisory:
Can an external audit firm be engaged in services concerning income tax advisory?
Core Banking Application Advisory:
The Bank also intends to acquire consultancy / advisory services with regard to implementation of Core Banking Application software. This software includes bank wide automation of all banking applications. The Bank has set-up a Project Monitoring Officer (PMO) comprising executives of various departments to ensure effective implementation of the system. The main purpose of consultancy is to act as a liaison between the Bank (PMO) and primary vendor for the software. Their function will be to advise on process level integration of the various existing systems with core banking, to highlight issues with the vendor to safeguard the interest of the bank at every stage of design & implementation of the application, assess and advise the bank on the status of preparedness necessary for the implementation of the system and to validate the outcome of the various stages of implementation. The consultants will also be responsible to point out and assist in removing any shortcomings of the system from the Bank's point of view. The actual work of removing the shortcomings will be done by the software vendor.
We would like your opinion as to whether external auditors can participate in the bidding process of such an assignment and can provide such consultancy services to the bank or not.
Opinion: At the outset the Committee would like to draw your attention to clause xl of Code of Corporate Governance to be read with clause 29-C of KSE Listing Regulations (underline is ours):
"(xl) No listed company shall appoint its auditors to provide services in addition to audit except in accordance with the regulations and shall require the auditors to observe applicable IFAC guidelines in this regard and shall ensure that the auditors do not perform management functions or make management decisions, responsibility for which remains with the Board of Directors and management of the listed company." (underlining is ours)
(i) No Listed company shall, appoint or continue to retain any person as an auditor who is engaged by the company to provide services that are prohibited.
(ii) A listed company shall also not appoint or continue to retain any person as an auditor, if a person associated with the auditor is, or has been, at any time during the preceding three months engaged as a consultant or advisor or to provide any services that are prohibited.
For the purposes of this regulation, the expression "associated with" shall mean any person associated with the auditor, if the person:-
is a partner in a firm, or is a director in a company, or holds or controls shares carrying more than twenty percent of the voting power in a company, and the auditor is also partner of that firm, or is a director in that company or so holds or controls shares in such company; or
is a company or body corporate in which the auditor is a director or holds or controls shares carrying more than twenty percent of the voting power in that company or has other interest to that extent.
For the purposes of this regulation the services that are prohibited shall mean the following:
1. Preparing financial statements, accounting records and accounting services;
2. Financial information technology system design and implementation, significant to overall financial statements;
3. Appraisal or valuation services for material items of financial statements;
4. Acting as an Appointed Actuary within the meaning of the term defined by the Insurance Ordinance, 2000;
5. Actuarial advice and reviews in respect of provisioning and loss assessments for an insurance entity;
6. Internal audit services related to internal accounting controls, financial systems or financial statements;
7. Human resource services relating to:-
i. Executive recruitment;
ii. Work performed (including secondments) where management decision will be made on behalf of a listed audit client;
8. Legal Services;
9. Management functions or decisions;
10. Corporate finance services, advice or assistance which may involve independence threats such as promoting, dealing in or underwriting of shares of audit clients.
11. Any exercise or assignment for estimation of financial effect of a transaction or event where an auditor provides litigation support services as identified in paragraph 9.187 of Code of Ethics for Chartered Accountants.
12. Share Registration Services (Transfer Agents)" (underlining is ours)
Further we would also like to refer the Code of Ethics for Chartered Accountants which institutes the fundamental principles of professional ethics and provides a conceptual framework for applying those principles. One of the basic elements of the framework is 'Independence'. It is important to note that independence of mind and in appearance is necessary to enable the practicing chartered accountants to enable them to express a conclusion, without bias, conflict of interest or undue influence.
As a value addition, practicing chartered accountants are expected to provide a variety of non-assurance services that are consistent with their skills and expertise, subject to the requirement of applicable regulations including those which are stated above. While rendering other services to an audit client, practicing chartered accountants are required to apply the conceptual framework to identify threats to compliance with the fundamental principles and assess their significance and implication.
The onus of evaluation of such threats to compliance with the fundamental principles rests on the practicing chartered accountants and they should consider qualitative as well as quantitative factors while performing such evaluation. Such obligation on the part of a practicing chartered accountant becomes more critical in a situation where the applicable guidelines or regulations do not clearly prohibit any specific service.
In case where practicing chartered accountants render such services which may coincide with management functions and management decision making, the threat of "Self Review" could exist. One instance of such activity is the preparation of original data used to generate records that could be the subject matter of the audit engagement.
In this connection we would like to refer the following paras of section 290 of Part B of Code of Ethics for Chartered Accountants which states:
"290.166 It is the responsibility of financial statement audit client management to ensure that accounting records are kept and financial statements are prepared, although they may request the firm to provide assistance. If firm, or network firm, personnel providing such assistance make management decisions, the self review threat created could not be reduced to an acceptable level by any safeguards. Consequently, personnel should not make such decisions. Examples of such managerial decisions include:
• Determining or changing journal entries, or the classifications for accounts or transaction or other accounting records without obtaining the approval of the financial statement audit client;
• Authorizing or approving transactions; and
• Preparing source documents or originating data (including decisions on valuation assumptions), or making changes to such documents or data."
With regard to Computerized Consumer Record Keeping & Maintenance services, the Committee would like to state that from your explanation of service it appears that the auditors would only be required to provide system maintenance and support and they would not be involved in feeding data into the system and generating accounting records. The Bank in such a scenario would need to consider whether the accounting firm would retain any responsibility of data generated from the system, if the Bank determines that the firm retains responsibility for the data then the firm may attract provisions of clause 1 of prohibited services stated above as the same may comprise accounting record keeping services.
Further, with regard to Core Banking Application Advisory the Bank would need to assess the appointment of external auditor for this service as it would attract prohibitions placed under clause 2 of prohibited services which prohibits the auditor of a listed company from providing financial information technology system design and implementation services to the listed audit clients which may be significant to overall financial statements.
With regard to Income Tax Related Advisory services, the Committee would like to state
that the prohibited services listed above do not provide any restrictions on provisions of taxation services by the listed company's auditors. Further, the committee would also like
to draw your attention to the para 290.176 of Code of Ethics for Chartered Accountants:
"290.176 The firm may be asked to provide taxation services to a financial statement audit client. Taxation services comprise a broad range of services, including compliance, planning, provision of formal taxation opinions and assistance in the resolution of tax disputes. Such assignments are generally not seen to create threats to independence."
Based on above and because tax advisory services are not prohibited as per clause 29-C reproduced above, the Committee is of the opinion that the external auditors may engage in tax advisory services. However, tax service may also pose a threat in the form of conflict of interest, self review etc for which the auditor need to take care of.
Finally, the Committee is of the opinion that the first two assignments mentioned in your enquiry should not be rendered by the external auditors.
Cost auditor is appointed by the board of directors of the company and thereafter approval from SECP is obtained. Later on cost auditors resign for any reason and board of directors appoint new cost auditor and obtain the approval of SECP. Does new cost auditor require to obtain NOC from the retiring auditors before holding the office? As per understanding the NOC mentioned in the law is required for the financial audit because cost audits can also be carried on by the CA, CMAs.
We wish to draw your attention to the following relevant paragraphs of the ICAP Code of Ethics for Chartered Accountants:
Definition of Existing Accountant
A Chartered Accountant in practice currently holding an audit appointment or carrying out
accounting, taxation, consulting or similar professional services for a client.
210.10 A chartered accountant in practice who is asked to replace another chartered accountant in practice, or who is considering tendering for an engagement currently held by another chartered accountant in practice, should determine whether there are any reasons, professional or other, for not accepting the engagement, such as circumstances that threaten compliance with the fundamental principles. For example, there may be a threat to professional competence and due care if a chartered accountant in practice accepts the engagement before knowing all the pertinent facts.
210.11 The significance of the threats should be evaluated. Depending on the nature of the engagement, this may require direct communication with the existing accountant to establish the facts and circumstances behind the proposed change so that the chartered accountant in practice can decide whether it would be appropriate to accept the engagement. For example, the apparent reasons for
the change in appointment may not fully reflect the facts and may indicate disagreements with the existing accountant that may influence the decision as to whether to accept the appointment.
Please also refer clause 7 of Part 1 of 1st Schedule of Chartered Accountants Ordinance 1961 which mentions that:
"A Chartered Accountant in practice shall be deemed to be guilty of professional misconduct, if he:
Accepts a position as auditor previously held by another members of the Institute without first communicating him in writing."
From the above, we can conclude that it appears to be necessary for a chartered accountant in practice to communicate with the existing accountant carrying out an audit appointment including cost audit.
ABC is a public company limited by shares and is listed on all the Stock Exchanges of Pakistan.
The Bank tenders for various consultancy in which the auditors of the bank have also been participating in the past. We would like to know if there is any bar on the auditors of the bank applying for and being given consultancy contracts or would it be considered as conflict of interest.
Your attention is drawn to clause 31-C of the Listing Regulations which is reproduced below for reference:
31-C (i) No Listed company shall, appoint or continue to retain any person as an auditor who is engaged by the company to provide services that are prohibited.
(i) A listed company shall also not appoint or continue to retain any person as an auditor, if a person associated with the auditor is, or has been, at any time during the preceding three months engaged as a consultant or advisor or to provide any services that are prohibited.(underlining is ours)
The list of prohibited services as given in the listing regulations may be consulted and are not being reproduced here.
In view of the above, the Committee is of the opinion that consultancy contract in respect of prohibited services can not be given to the auditors of the bank.
Z:\TAC\Selected Opinions\Selected Opinion-XV.doc


text:
Valid for Submission
Z90.10 is a billable code used to specify a medical diagnosis of acquired absence of unspecified breast and nipple. The code is valid for the year 2020 for the submission of HIPAA-covered transactions. The ICD-10-CM code Z90.10 might also be used to specify conditions or terms like absence of breast, acquired absence of breast, acquired total absence of breast, acute pain following mastectomy, deformity of breast, history of mastectomy, etc The code is exempt from present on admission (POA) reporting for inpatient admissions to general acute care hospitals.
|Short Description:
|Acquired absence of unspecified breast and nipple
|Long Description:
|Acquired absence of unspecified breast and nipple
The following clinical terms are approximate synonyms or lay terms that might be used to identify the correct diagnosis code:
- Absence of breast
- Acquired absence of breast
- Acquired total absence of breast
- Acute pain following mastectomy
- Deformity of breast
- History of mastectomy
- History of prophylactic mastectomy
- Post-mastectomy breast deformity
- Post-mastectomy chronic pain syndrome
- Post-mastectomy pain
- Post-mastectomy pain
Present on Admission (POA)
Z90.10 is exempt from POA reporting - The Present on Admission (POA) indicator is used for diagnosis codes included in claims involving inpatient admissions to general acute care hospitals. POA indicators must be reported to CMS on each claim to facilitate the grouping of diagnoses codes into the proper Diagnostic Related Groups (DRG). CMS publishes a listing of specific diagnosis codes that are exempt from the POA reporting requirement. Review other POA exempt codes here .
CMS POA Indicator Options and Definitions
|POA Indicator Code
|POA Reason for Code
|CMS will pay the CC/MCC DRG?
|Diagnosis was present at time of inpatient admission.
|Diagnosis was not present at time of inpatient admission.
|Documentation insufficient to determine if the condition was present at the time of inpatient admission.
|Clinically undetermined - unable to clinically determine whether the condition was present at the time of inpatient admission.
|Unreported/Not used - Exempt from POA reporting.
Convert Z90.10 to ICD-9
- V45.71 - Acq absnce breast/nipple (Approximate Flag)
Code Classification
Code History
- FY 2016 - New Code, effective from 10/1/2015 through 9/30/2016
(First year ICD-10-CM implemented into the HIPAA code set)
- FY 2017 - No Change, effective from 10/1/2016 through 9/30/2017
- FY 2018 - No Change, effective from 10/1/2017 through 9/30/2018
- FY 2019 - No Change, effective from 10/1/2018 through 9/30/2019
- FY 2020 - No Change, effective from 10/1/2019 through 9/30/2020

subset: commoncrawl


text:
Abolish vs Abandoned - What's the difference?
abolish | abandoned |
As verbs the difference between abolish and abandonedis that abolish is to end a law, system, institution, custom or practice while abandoned is (abandon).
As an adjective abandoned isself-abandoned, or given up to vice; immoral; extremely wicked, or sinning without restraint; irreclaimably wicked; as, an abandoned villain .
Other Comparisons: What's the difference?


text:
Born in the 60s, growing up in the 70s and 80s
A change for today as I didn't do a diary entry so this is an excerpt from my life story … Continue reading Born in the 60s, growing up in the 70s and 80s
A diary of my life as an autistic who enjoys fellrunning
A change for today as I didn't do a diary entry so this is an excerpt from my life story … Continue reading Born in the 60s, growing up in the 70s and 80s
i walk alone through places that bring back memories of when we met and ran over moors and fells together. … Continue reading reflections
my motivation had gone i could no longer run i sat there staring at the wall playing back the memories … Continue reading finding motivation
i'm living in the moment this moment right now I don't know what I've done before and have forgotten my … Continue reading in the moment
tiredness surrounds me taking me in its blanket and wrapping me up in a world of weary thoughts and half … Continue reading tired
i'm asked a question and my mind goes blank like a painters canvas. there is nothing there. I feel as … Continue reading blank
I'm in the new flat. It's so different to the old house, smaller, no gardens, just bricks. Outside it's rows … Continue reading lost on the other side of bradford
We're moving. Moving away from everything I know, everything I understand. Mum and dad have a new job the other … Continue reading moving away
The middle tier at school was easy. The tests for the top tier were easy. Life in the top tier … Continue reading struggling in the top tier
you loved the light entering my bedroom every morning turning on my light falling down from the middle of the … Continue reading mum wakes me up
tips , tricks , advice's
Our site covers the leading models of weight benches on the market designed for the beginner and the powerlifter. Learn how each bench rated with pro lifters.
56 Days to Fitness
Free PLR Articles
Introduction to Performance & Life Coaching
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for all
In the material and spiritual realm
Blogs, Stories, and Poetries
tips , tricks , advice's
Aspiring to be the best at writing. Poetry lover, haiku and free verse to be precise, I hope to one day master
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The kindest corner of the interweb
In happiness my words I lack, in grief they overflow.
Fun for the whole asylum!
Aspire To Inspire™
"He was unheeded, happy, and near to the wild heart of life." ...James Joyce


text:
Highest Rated Comments
Papafynn62 karma
Is there any chance in hell you get bionic, see-through walls, laser beam eye?!!
P.S. You're incredibly brave!! Wish you all the best!
Papafynn2 karma
How do you have time for an AMA during a disaster activation? Is the calm before the storm? How long do you expect to be on duty? Are there legal limits to how long you can work?


text:
Restaurant Road Test
After a long outdoor run (or a marathon shopping excursion) on a frigid afternoon, I often crave the meal that warmed me up all winter long when I was a kid: canned tomato soup and grilled cheese. But once I tasted the Roasted tomato soup en croute at Moody's Bistro & Lounge in Truckee, California, my craving got more sophisticated. Topped with a flaky pastry crust, the soup is a tasty twist on an old favorite, thanks to the addition of shallots, mint, and red wine. "You don't need to use heavy sauces," says executive chef Mark Estee. "If you're using fresh ingredients, the flavor of your food will be naturally enhanced." With a salad, this soup will definitely be my meal of choice through the spring thaw.
Comments (2)
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Go here to check out the company I work with: here to subscribe for more money making opportunities: Hello my friend thank you for stopping by to check out my channel. And today's video I'm going to show you 10 websites that will pay you daily within 24 hours, these are really easy work at home jobs.If you've ever wanted to work from home make daily pay, and make money online, then you came to the right video my friend because I have some great companies to share with you that require no experience. it's not necessary at all.And also you can work on your own schedule, there is no alarm clockwaiting for you.I'm also going to be sharing some daily pay apps with you as well. This is going to be a great video for you to make an extra income online. you're going to enjoy it my friend. If you already have a full time job, then this will be a great side job a part time job for you. You're going to enjoy being paid daily.Below I'm going to link you to all the jobs that I mentioned in the video above. but keep in mind that these jobs would not get you rich if you want to make a way more money are there any what are these particular companies can offer you go here social tool: Here is the video on how to type fast without really typing: your grammar here: Fieldagent:
I have a question. What kind of hardware/software combo do you use to record from your PS3? I've been wanting to record some of my The Last of Us Factions gameplay for a little tips and tricks series.
Slurpy dog M
How?!!!? I want to go on that that looks cool!! So cool so BIG!!!
James bentor
You uploaded it exact on my birthday
Ronney Zamora
She got her first phone when she was 17? That sounds pretty late. I got my first phone when i was 10 years old back in 2014.
give toe pic
Adryn Ingle
I was taking a tour at the training center when you guys made this video!! I saw you guys and I flipped out haha
Alexander Jaeck
What about theovertime room
Bubblegum Drop
I love Starbucks
Dog Gaming
can you say where you get the gear
Noah Fross
What about Charlie's energy balls
Zechariah Cameron
If I'm not mistaken I think Chris's grandfather was beaten up and killed at a gas station during the night hours.
Hope Ranae
I've been to the place they filmed this.
The AsianPersuasian
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Jlatino 007
3:46*911 flashbacks*
Zanzaroni GR
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jade the anime weeb
no offense but instead of just grounding him and taking his phone, banish him off to military school
The video is 13:37 long... Coincidence ? Maybe.
Sorry but this is so stupid why would you want to go to school
fasieh asim
Watching it in 2018!!!!!
Jackie Aller
Ty is the best
call the police
Caroline & Danielle
If u ever fell dum just remember there's always someone dummer
Hey Guru, this question has nothing to do with this video but I was wondering, when you buy a game do you buy it with the intention of having fun and completing the storyline or finding easter eggs etc and making a video? Also when you get GTA V will you go looking for easter eggs straight away or try complete/do a decent amount of missions first?
Ema Bonilla
Rocket league?
Egan Ryan
u suck
itsGAMER_ Anindita
2:33 there is written 1 years
avocado on toast w/egg and bacon
Xbox is gay
Ava Lewis
Oh my goodness I am so sorry, I cannot imagine this. I wish you all the best in the future, many beautiful children and a wonderful relationship with each one. I love you, you are so brave. You are beautiful. Just keep going, never lose hope.
David Cruz
The next film should be at laser tag
Loglace cool
zeemin dmn
They should trade him tbh im just being honest when i say this. He doesn't have that type of mentality to be a laker. Seems. Like an east type of guy
Blossom Flower
Jonas is kind of cute
Robinson Espinoza
Pokemon mmorpg ?
I love the Robin Williams one in Borderlands Pre-Sequel.
Jhonny _
Also the osmosis jones
Chandler Baugh
Roman Atwood: mio water shark attack
Frank Hill
I love how you tell us what movies might be spoiled instead of a simple "spoiler alert".
A psychopath broke into our house
Money is the root of all evil, they say.
I have no more social relations since 2013.
Evan Ash
Awesome shots guys! Cant believe you were in my home area and at my cowboys stadium! GO BOYS!
Dhiresh Bhatt
Play pubg
Coconut Head
You guys are awesome, great job
Robert Breen
Did anyone see Tyler dancing in the background
Laci Patton
I have been to k1speed
XD @ 0:21 "That'll come in handy"


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text: On Thu, 5 Apr 2007, Vinzent Hoefler wrote: > On Thursday 05 April 2007 08:14, Felipe Monteiro de Carvalho wrote: > > On 4/5/07, Vinzent Hoefler <JeLlyFish.software at gmx.net> wrote: > > > And it would mean writing a C to Pascal conversion of an ever > > > changing kernel interface. > > > > All interfaces change when a new version is released, > > Well, I was not talking about justified "architectural" changes (like > those from 2.4 to 2.6), but rather about those deliberate changes of > the Linux driver ABI sometimes from kernel patch to kernel patch where > important structures get reordered and such stuff. Without the actual C > macros you are lost. And yes, it's done on purpose to discourage the > use of binary only drivers. Additionally it discourages the use of > other languages than C when writing device drivers. I did one in Ada a > couple of years ago, but trying that these days would be close to > suicide or at least get you to the madhouse. ;) The solution is rather simple, it seems to me: write a small C driver stub which exposes a uniform interface. All you need to do is recompile this driver stub, and you're all set: the stuff that links to this stub will still function. I think the paragon filesystem driver works like this, and I would not be surprised if the vmware modules and nvidea drivers work like this too. Could be too naive to be true, of course. Michael.


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text: JAPSJournal of Applied Pharmaceutical Science2231-3354Open Science Publishers LLP10.7324/JAPS.2012.2818Design and evaluation of liposomal delivery system for L-Asparaginese Anindita De D. Nagaswamy Venkatesh20Despite of its effective anti-tumour activity,L-Asparaginase has limited clinical application due to the high rate of clinical hypersensitivity. In an attempt to develop a liposomal drug delivery for L-Asparaginase, enzyme loaded liposomes were formulated using soy lecithin, cholesterol and charge inducers by thin film hydration method. The effect of various components of the liposomes including the concentration of lecithin and cholesterol with or without the charge inducers on the entrapment efficiency and short term invitro cytotoxicity study was systematically investigated. The average particle sizes of the vesicles were found to be 43.2, 35.6 and 65.8 µm respectively for neutral, positive and negative liposomes. The percentage of drug loading was found to be 1.95, 2.39 and 2.35 % respectively for neutral, positive and negative liposomes.The invitro release study of L-Asparaginase was carried out using normal saline as dissolution medium and the release was found to be 86.88, 78.29 and 82.04 % respectively for neutral, positive and negative liposomes. The release of L-Asparaginase from liposomes was followed first order kinetics obeying non-Fickian diffusion. A short term cytotoxicity study was carried out using Ehrlich Ascites Carcinoma cells (EAC cells) which revealed that the cytotoxicity concentration CTC50 for pure drug was found to be 64 mcg as compared to liposomal formulation of 50 mcg.keywordsL-Asparaginaseliposomescharge inducersrelease kineticsin vitro cytotoxicity studies.97640References


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The easiest way to scrobble on GNU/Linux is to use Rhythmbox. It supports libre.fm straight out of the box (see the libre.fm entry in the list on the left of the window).
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text:
- Overview
- Transcript
4.4 The Composite Pattern
The Composite pattern allows us to treat single objects or collections of objects in the same way, without knowing beforehand whether the node we are interacting with is a leaf node or a container. Let's take a deeper look at the Composite pattern in this lesson.
1.Introduction2 lessons, 09:16
Free Lesson 1.1Introduction02:48
Free Lesson 1.2What You Need06:28
2.Creational Design Patterns1 lesson, 09:14
2.1The Factory Pattern09:14
3.Behavioural Patterns6 lessons, 1:11:30
3.1The Publisher/Subscriber Pattern11:13
3.2The Strategy Pattern09:24
3.3The Observer Pattern14:44
3.4The Chain of Responsibility Pattern13:26
3.5The Mediator Pattern10:16
3.6The Iterator Pattern12:27
4.Structural Patterns5 lessons, 38:41
4.1The Facade Pattern07:16
4.2The Decorator Pattern06:02
4.3The Adapter Pattern08:05
4.4The Composite Pattern08:27
4.5The Proxy Pattern08:51
5.Conclusion1 lesson, 01:43
4.4 The Composite Pattern
Hiya folks. In this lesson we're going to take a look at the composite pattern. The composite pattern is used in order to treat single objects or collections of objects in the same way. A great example of the composite pattern is how in J Query many methods are called on objects that may contain a single element on the page or multiple elements. We don't need to know beforehand. Compositions are used to create nested structures of nodes, where a node may be a single node known as a leaf node or a container of one or more single nodes like the visual representation of files and folders in a file system. The ability to iterate through the composite starting from any node and traversing up the tree is usually implicit. In our example for today's lesson, let's use the composite pattern to build a simple family tree. The tree will be a composite built from people objects. Children with no descendents of the leaf nodes whereas children with other children are the containers. So let's get started. We can create a new folder called Composite. And then inside this let's create a new module called Node. Inside this module, let's create a simple constructor called Person. The constructor accepts a name argument and sets this as an un property called name, each node also has a children property which starts out as an empty array, and a parent property that starts out with a null value. Now let's add some prototype methods. The add child method accepts a node and pushes this into the object's children property. We can also create a reciprocal link by setting the current object as the parent of the child passed to the method. This will be useful for allowing us to traverse both up or down the tree. Now we can add a method to traverse up. This method does not need to receive any arguments, so first of all we need to check with the current object has a parent object. And if it does we can just add a simple log message. And we'll then want to invoke the traverse up method of the parent. If there are no parents, we know that this is the root node. Now let's add a traverse down method. Again this method receives no arguments. First of all we need to check whether there are children. If there are we need to iterate through the children collection. We should also set the context for the for each method so that inside the handler this still refers to the current person object. And inside let's just add a simple log message first of all once again. And again, we need to invoke the traverse down method on the child. If there are no children, we know that it's a leaf node. So that's our base class sorted. We can now create a composite in the init module for this example. Before we do that, however, let's just update the main file to load the new init file. Now is at the init module. So first of all, we need to load our node class. And then we can create some nodes. All nodes are created in the exact same way. There is nothing special happening to differentiate leaf nodes from container nodes. So now we can build the tree. The root node can have two direct child nodes. We can make child one leaf node by not adding any child nodes to it, so let's just add some child nodes to child two. Child three can also be a leaf node. But, we can add a child to child four to make it a container node. And let's make child five a container node as well. We're out of nodes now so child six will be the deepest leaf node. At this point we can start our own node and try to traverse down. If we start at the root node, we should see the entire tree. So let's view the example in our browser now and just see if everything is wired up correctly. Looks like there's an issue in the init module. Let's just take a look. And it looks like I've forgotten to return the person constructor. So let's just do that quickly. So let's go back to the browser now. So it's saying child six is not defined. Let's take a look. And it isn't. Let's just fix that. And let's try again. And this time we see the entire tree. If we try to traverse down from a leaf node, we'll just see a message that the node is a leaf. If we want, we can start out at leaf node and traverse up through the tree. But if we start at the root node we'll just see a message that the root is the root. So in this lesson we looked at the composite pattern and saw that its main purpose is to allow single objects and collections of objects to be treated in the same way. As we found in our tree example we don't need to note beforehand whether we're dealing with a container node or a leaf node, we can still invoke the same methods on both leafs and containers without causing any errors. Thanks for watching.


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I woke up around 7 am and then I ingested approximately 150ug or 1 tab of LSD. You could say that I was in for an interesting day. A rollercoaster of emotions, frustration and then 90 minutes of unexpected erotic pleasure. After about 45 minutes, I began to become enveloped by the drug, tingling all … Continue reading LSD: Climate Change, A Lack Of Transportation, and an Erotic Non-Erotic Massage; A Short Story.
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Extreme masculinity in a feminising world: problematic or beneficial?
What does it mean to be a Man in the modern day? I've been wrestling with this problem as of late. Is the traditional representation of masculinity, of what it is to be a Man necessary in the modern day? Are we becoming more feminine, and if so, is this a bad thing? From Boy … Continue reading Extreme masculinity in a feminising world: problematic or beneficial?
Often we are scared to open ourselves up, living in fear of the day that all good things must come to an end. I feel exotic like a fruity cocktail; sweet, intoxicating and with one sip... ah! that hits the spot. Between my toes is finely ground sand, heated to just the perfect temperature; not … Continue reading fear.
Soul connection.
A day spent in the warm embrace, my brothers, sisters and me, I see you, you see me; locked in embrace like we were meant to be, Moments I did spend broken, for my once removed brothers and sisters in Timor Leste, Peace to my brothers and my sisters, for were all once, Separated by … Continue reading Soul connection.
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To what end.
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The musings of a foolish genius.
We live in deep water; they see only the surface. Those who dare to dive deep into these infinite waters are blessed with wealth beyond imagination. Those who dive deep change the world; those who dive deep get closer to seeing things for how they truly are. The surface people, those people, those who conform … Continue reading The musings of a foolish genius.
The Social Brain.
One. To grow, the Human animal requires a change of perception, a change of behaviour; our growth is predicated on the ingestion of new ideas, ideas that change our perception, which, in turn, changes our behaviour. We ingest ideas in the form of the media to which we are exposed; Advertisements, television, Netflix, YouTube, Instagram, … Continue reading The Social Brain.


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The Brief
Home Furnishing
Design inspiration
The Brief
Design inspiration
About us
This is a boutique shop specializing in selling everything cozy. We primarily sell trendy chunky knit blankets. We will also sell sweatshirts, socks, slippers, mugs.
The Brief
Color inspiration
The Brief
Design style
The Brief
Other notes
I want to see logos with a few different phrases: Cozy Knits; CozyKnits.Co; and Cozy Knits & Co. I want it to be simple, more of a text logo than a picture logo, but an icon to go with the text may be good. We want a classic but yet modern boutique look. Something that would look good on a sweatshirt and also a tag on a blanket. Thank you!
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