2020年ACCA考试财务会计（基础阶段）财经词汇汇总19

正确答案：

(a) (i) Leaving the service of a board
Resignation with or without notice. Any director is free to withdraw his or her labour at any time but there is normally
a notice period required to facilitate an orderly transition from the outgoing chief executive to the incoming one.
Not offering himself/herself for re-election. Terms of office, which are typically three years, are renewable if the director
offers him or herself for re-election and the shareholders support the renewal. Retirement usually takes place at the end
of a three-year term when the director decides not to seek re-election.
Death in service when, obviously, the director is unable to either provide notice or seek retirement.
Failure of the company. When a company fails, all directors’ contracts are cancelled although this need not signal the
end of the directors’ involvement with company affairs as there may be ongoing legal issues to be resolved.
Being removed e.g. by being dismissed for disciplinary offences. It is relatively easy to ‘prove’ a disciplinary offence but
much more difficult to ‘prove’ incompetence. The nature of disciplinary offences are usually made clear in the terms and
conditions of employment and company policy.
Prolonged absence. Directors unable to perform. their duties owing to protracted absence, for any reason, may be
removed. The length of qualifying absence period varies by jurisdiction.
Being disqualified from being a company director by a court. Directors can be banned from holding directorships by a
court for a number of reasons including personal bankruptcy and other legal issues.
Failing to be re-elected if, having offered him or herself for re-election, shareholders elect not to re-appoint.
An ‘agreed departure’ such as by providing compensation to a director to leave.

(ii) Discuss Miss Hoiku’s statement
The way that directors’ contracts and company law are written (in most countries) makes it difficult to remove a director
such as Mr Smith from office during an elected term of office so in that respect, Miss Hoiku is correct. Unless his contract
has highly specific performance targets built in to it, it is difficult to remove Mr Smith for incompetence in the
short-term as it is sometimes difficult to assess the success of strategies until some time has passed. If the alleged
incompetence is within Mr Smith’s term of office (typically three years) then it will usually be necessary to wait until the
director offers himself for re-election. The shareholders can then simply not re-elect the incompetent director (in this
case, Mr Smith). The most likely way to achieve the departure of Mr Smith within his term of office will be to ‘encourage’
him to resign by other directors failing to support him or by shareholders issuing a vote of no confidence at an AGM or
EGM. This would probably involve offering him a suitable financial package to depart at a time chosen by the other
members of the board or company shareholders.
(b) Importance of the chairman’s statement
The chairman’s statement (or president’s letter in some countries) is an important and usually voluntary item, typically carried
at the very beginning of an annual report. In general terms, it is intended to convey important messages to shareholders in
general, strategic terms. As a separate section from other narrative reporting sections of an annual report, it offers the
chairman the opportunity to inform. shareholders about issues that he or she feels it would be beneficial for them to be aware
of. This independent communication is an important part of the separation of the roles of CEO and chairman.
In the case of TQ Company, the role of the chairman is of particular importance because of the dominance of Mr Smith.
Miss Hoiku had a particular responsibility to use her most recent statement to inform. shareholders about going concern issues
notwithstanding the difficulties that might cause in her relationship with Mr Smith. Miss Hoiku has an ethical as well as an
agency responsibility to express her independence in the chairman’s statement and convey issues relevant to company value
to the company’s shareholders. She can use her chairman’s statement for this purpose.

(c) Criticise the structure of the reward package that Mr Smith awarded himself
The balance between basic to performance related pay was very poor. Mr Smith, perhaps being aware that the prospect of
gaining much performance related income was low, took the opportunity to increase the fixed element of his income to
compensate. This was not only unprofessional and unethical on Mr Smith’s part, but it also represented very bad value for
shareholders. Having exercised his share options and sold the resulting shares, there was now no element of alignment of
his package with shareholder interests at all. His award to himself of an ‘excessively’ expensive company car was also not
in the shareholders’ interests. The fact that he exercised and sold all of his share options means that he will now have no
personal financial motivation to take strategic decisions intended to increase TQ Company’s share value. This represents a
poor degree of alignment between Mr Smith’s package and the interests of TQ’s shareholders.
(d) Criticise Miss Hoiku’s performance as chairman of TQ Company
The case describes a particularly poor performance by a company chairman. It is a key function of the chairman to represent
the shareholders’ interests in the company and Miss Hoiku has clearly failed in this duty.
A key reason for her poor performance was her reported inability or unwillingness to face up to Mr Smith who was clearly a
domineering personality. A key quality of a company chairman is his or her ability and willingness to personally challenge the
chief executive if necessary.
She failed to ensure that a committee structure was in place, allowing as she did, the remunerations committee to atrophy
when two members left the company.
Linked to this, it appears from the case that the two non-executive directors that left were not replaced and again, it is a part
of the chairman’s responsibility to ensure that an adequate number of non-executives are in place on the board.
She inexplicably allowed Mr Smith to design his own rewards package and presided over him reducing the performance
related element of his package which was clearly misaligned with the shareholders’ interests.
When Mr Smith failed to co-ordinate the other directors because of his unspecified business travel, she failed to hold him to
account thereby allowing the company’s strategy to fail.
There seems to have been some under-reporting of potential strategic problems in the most recent annual report. A ‘future
prospects’ or ‘continuing business’ statement is often a required disclosure in an annual report (in many countries) and there is evidence that this statement may have been missing or misleading in the most recent annual report.

正确答案：
(a) The IASB wish their standards to be ‘principles-based’ and in order for this to be the case, the standards must be based on
fundamental concepts. These concepts need to constitute a framework which is sound, comprehensive and internally
consistent. Without agreement on a framework, standard setting is based upon the personal conceptual frameworks of the
individual standard setters which may change as the membership of the body changes and results in standards that are not
consistent with each other. Such a framework is designed not only to assist standard setters, but also preparers of financial
statements, auditors and users.
A common goal of the IASB is to converge their standards with national standard setters. The IASB will encounter difficulties
converging their standards if decisions are based on different frameworks. The IASB has been pursuing a number of projects
that are aimed at achieving short term convergence on certain issues with national standard setters as well as major projects
with them. Convergence will be difficult if there is no consistency in the underlying framework being used.
Frameworks differ in their authoritative status. The IASB’s Framework requires management to expressly consider the
Framework if no standard or interpretation specifically applies or deals with a similar and related issue. However, certain
frameworks have a lower standing. For example, entities are not required to consider the concepts embodied in certain
national frameworks in preparing financial statements. Thus the development of an agreed framework would eliminate
differences in the authoritative standing of conceptual frameworks and lead to greater consistency in financial statements
internationally.
The existing concepts within most frameworks are quite similar. However, these concepts need revising to reflect changes in
markets, business practices and the economic environment since the concepts were developed. The existing frameworks need
developing to reflect these changes and to fill gaps in the frameworks. For example, the IASB’s Framework does not contain
a definition of the reporting entity. An agreed international framework could deal with this problem, especially if priority was
given to the issues likely to give short-term standard setting benefits.
Many standard setting bodies attempted initially to resolve accounting and reporting problems by developing accounting
standards without an accepted theoretical frame. of reference. The result has been inconsistency in the development of
standards both nationally and internationally. The frameworks were developed when several of their current standards were
in existence. In the absence of an agreed conceptual framework the same theoretical issues are revisited on several occasions
by standard setters. The result is inconsistencies and incompatible concepts. Examples of this are substance over form. and
matching versus prudence. Some standard setters such as the IASB permit two methods of accounting for the same set of
circumstances. An example is the accounting for joint ventures where the equity method and proportionate consolidation are
allowed.
Additionally there have been differences in the way that standard setters have practically used the principles in the framework.
Some national standard setters have produced a large number of highly detailed accounting rules with less emphasis on
general principles. A robust framework might reduce the need for detailed rules although some companies operate in a
different legal and statutory context than other entities. It is important that a framework must result in standards that account
appropriately for actual business practice.
An agreed framework will not solve all accounting issues, nor will it obviate the need for judgement to be exercised in resolving
accounting issues. It can provide a framework within which those judgements can be made.
A framework provides standard setters with both a foundation for setting standards, and concepts to use as tools for resolving
accounting and reporting issues. A framework provides a basic reasoning on which to consider the merits of alternatives. It
does not provide all the answers, but narrows the range of alternatives to be considered by eliminating some that are
inconsistent with it. It, thereby, contributes to greater efficiency in the standard setting process by avoiding the necessity of
having to redebate fundamental issues and facilitates any debate about specific technical issues. A framework should also
reduce political pressures in making accounting judgements. The use of a framework reduces the influence of personal biases
in accounting decisions.
However, concepts statements are by their nature very general and theoretical in their wording, which leads to alternative
conclusions being drawn. Whilst individual standards should be consistent with the Framework, in the absence of a specific
standard, it does not follow that concepts will provide practical solutions. IAS8 ‘Accounting Policies, Changes in Accounting
Estimates and Errors’ sets out a hierarchy of authoritative guidance that should be considered in the absence of a standard.
In this case, management can use its judgement in developing and applying an accounting policy, albeit by considering the
IASB framework, but can also use accounting standards issued by other bodies. Thus an international framework may nottotally provide solutions to practical accounting problems.

正确答案：
(d) (i) Mandatory and voluntary disclosures
Mandatory disclosures
These are components of the annual report mandated by law, regulation or accounting standard.
Examples include (in most jurisdictions) statement of comprehensive income (income or profit and loss statement),
statement of financial position (balance sheet), cash flow statement, statement of changes in equity, operating segmental
information, auditors’ report, corporate governance disclosure such as remuneration report and some items in the
directors’ report (e.g. summary of operating position). In the UK, the business review is compulsory.
Voluntary disclosures
These are components of the annual report not mandated in law or regulation but disclosed nevertheless. They are
typically mainly narrative rather than numerical in nature.
Examples include (in most jurisdictions) risk information, operating review, social and environmental information, and
the chief executive’s review.