Public Private Partnerships Responses to Exposure Draft July 2017 Public Private Partnerships Responses to Exposure Draft Table of Contents Response Organization Contact Person Page No. No. 1 Metrolinx Robert Siddall 1 – 4 2 BDO Canada LLP Armand Capisciolto, CPA, CA CPA (Michigan) 5 – 10 3 Government of Saskatchewan Terry Paton, Provincial Controller 11 – 14 4 Province of British Columbia Carl Fischer, CPA, CGA 15 – 20 5 City of Calgary Duri Lee, CPA, CA 21 – 24 6 Alberta Treasury Board and Finance Dan Stadlweiser 25 – 32 7 Auditor General of Canada Stuart Barr 33 – 38 8 Nova Scotia Finance and Treasury Josh Burk 39 – 42 Board 9 Ordre des Comptables Annie Smargiassi 43 – 52 Professionnels Agrées du Québec 10 PricewaterhouseCoopers LLP Lucy Durocher 53 – 55 11 Office of the Auditor General of Wayne Morgan, PhD, CPA, CA, CISA 56 – 61 Alberta Colin Semotiuk, CPA, CA 12 Treasury Board Secretariat of Leona Melamed 62 – 70 Canada Michael Lionais 13 PPP Canada Greg Smith 71 – 73 14 Canadian Union of Public Toby Sanger 74 – 80 Employees 15 Provincial Auditor of Saskatchewan Judy Ferguson, FCPA, FCA 81 – 83 16 City of Surrey Jorge Silvestre, BBA(app), CPA, CGA 84 – 87 17 Office of the Chief Administrative Michael Ruta, FCA 88 – 99 Officer 18 Province of Manitoba Aurel Tess, CPA, CGA 100 – 104 19 Ministre des Affaires Municipales de Nancy Klein 105 – 112 Québec 20 Comptroller General of Finance Ann Marie Miller 113 – 115 Newfoundland and Labrador 21 Colleges Ontario Finance Officers Kelly Morrow, CPA, CA 116 – 119 Public Private Partnerships Responses to Exposure Draft 22 Deloitte LLP Gloria Lemire, FCPA, FCA 121 – 128 23 The Regional Municipality of York Jason Li 129 – 132 Canice Mok 24 Auditor General of Ontario Bonnie Lysik 133 – 136 25 SaskBuilds Corporation Miller, Alicyn 137 1 Response Questionnaire Public Private Partnerships Statement of Principles Name: Robert Siddall Organization: Metrolinx E-mail: [email protected] General comments: Dear Mr. Puskaric, Thank you for the opportunity to comment on the Statement of Principles, Public Private Partnerships (PPPs). We assume that the use of such arrangements is already well established and active in the Canadian public sector hence the collective experience of organizations can be reflected in the proposed standards. For example, using a risk based approach in the development of the standard will be very helpful as it may help alert users to identify areas of difficulty and pitfalls to avoid. The collective experience of preparers, auditors and other users can also be reflected as part of the guidance. We suggest the final guidance to also cover the typical accounting and financial management issues that arise: availability and reliability of complete information over the term of the contract; clear application of the different PPP structures; and how to account for the asset over its life cycle. For example, how do we reflect the long term service capacity (including of fully amortized) of assets and treatment of perpetual upgrades that maintain or increase useful service lives. This is relevant especially in the context of the various possible PPP structures, such as a Design, Build, Finance, Operate and Maintain (DBFOM) models. If there is a need and a way to reflect and/or enhance the current guidance on Statement of Recommended Practice (SORP-3), Assessment of Tangible Capital Assets, then that would also be very useful as the current guidance does not include the impact of external third parties managing public assets over their useful lives. This is especially important in the more complicated PPP arrangements and longer term contracts whereby there is a reliance on Project Co or the concessionaire to provide information on asset condition and related expenditures on rehabilitations and refurbishments, etc. 1. Do you agree the scope of this Statement of Principles should be limited to those public private partnerships where the public sector entity procures infrastructure using a private sector partner whose obligations include: • a requirement to build, acquire, improve or refurbish; • finance; and • maintain and/or operate the infrastructure? If not, what public private partnerships should be included or excluded? Yes, we agree with the scope of the types of partnership arrangements as the different structures proposed cover the diverse nature of partnerships that currently exist in the Canadian public sector. 2. Do you agree the term “infrastructure” accurately reflects items that should be covered in the Statement of Principles? If not, what term is more appropriate? 2 Yes, we agree. Public private partnerships usually involve large capital projects including highways, bridges, light rail transit, hospitals, schools and water-treatment facilities. With these large projects, use of term ‘infrastructure’ and as necessary “complex infrastructure” seems appropriate. A definition of what complex infrastructure means in the public sector will also be useful. The term is also currently used in other standards including PS 3150, Tangible Capital Asset and the proposed standard on Asset Retirement Obligations. 3. Do you agree the clarified control guidance is appropriate and sufficient as it relates to the recognition of infrastructure? If not, what further clarifications are necessary and what other basis of recognition is appropriate? We agree. The proposed recognition guidance provides further insight on what may constitute control in a PPP contract and the eventual capital asset recognition treatment. It will also be helpful to know if there are situations, if any, where PPP arrangements in the public sector, do not result in a capital asset recognition treatment. 4. Do you agree a liability should be recognized when the public sector entity has an obligation to deliver cash or another financial asset as consideration for the building, acquisition, improvement or refurbishment of infrastructure? If not, where should the credit entry be presented? We agree that a liability is established when an organization has an obligation to pay through cash or other non-cash means. 5. Do you agree a liability should be recognized for the unsatisfied portion of the performance obligation when consideration transferred for the building, acquisition, improvement or refurbishment of infrastructure is the right to charge users or earn revenue from another revenue- generating asset? If not, where should the credit entry be presented when no obligation to deliver cash exists? The substance of such a transaction is that an entity has an obligation to pay for services procured under the partnership agreement so we agree that the non-cash part of the consideration constitutes a liability that will eventually need to be extinguished. The complexity arises when cash is not used as consideration. Non cash considerations such as right to future revenue streams, long term lease transactions, trigger measurement and recognition issues. The final standard must address these issues in such situations and provide guidance. The proposed credit entry is consistent with existing standards on liability recognition. 6. Do you believe additional guidance is required where consideration for the building, acquisition, improvement or refurbishment of infrastructure is a non-financial public sector asset (for example, land). If yes, please provide examples of consideration types not considered? Yes, it will be helpful to have additional guidance in such scenarios. Please see the general comments section. Possible examples may include permanent easements (vs outright “sale” of assets), exclusive use of a certain portion of a larger asset where it is difficult to separate the value of contiguous assets, etc. There is a need to discuss a scenario having a non-financial consideration such as land or other form of non-financial assets. 7. Do you agree the initial measurement of the infrastructure and the liability should be at cost? If not, what alternative is more appropriate and why? 3 We agree. The proposal is in line with the conceptual framework and historical cost application, PS 3150, Tangible Capital Assets and SORP- 3, Assessment of Tangible Capital Assets. 8. Do you agree existing infrastructure, improved or refurbished using a public private partnership, should be measured at its carrying amount plus costs associated with the improvement or refurbishment of the existing infrastructure? If not, what alternative is more appropriate and why? We agree. Subsequent expenditures on asset maintenance refurbishments and rehabilitations must be added to the cost of the asset to reflect the remaining or enhanced service capacity and useful life. Using historical cost is also appropriate. Given the nature of the public sector and the funding mechanisms in place, it is necessary to account for the use of taxpayer’s resources. Public sector organizations obtain their funding via annual appropriations and spending authority for the different types of expenditures they incur. It is thus necessary to reflect how the organization has maintained the service life and efficiency of public assets. This leads to transparency and simplicity in reporting as well as demonstrating accountability for resources received. 9. Do you agree with the discount rate guidance as provided in the Statement of Principles? If not, why? Please provide commentary. We found this discussion unclear. While the theoretical merits of using a discounted cash flow approach is valid, the relevance to using this approach in valuing PPP-built assets is unclear. Is the assumption here that if there are some assets, for example, those that are built over a very long term must use a discounted cash flow approach? If major asset builds take up to a maximum of ten years, then is the cost approach or the discount cash flow approach being recommended? It will be helpful to further elaborate on the specific use of such an approach, thresholds for construction periods where this is relevant and useful and examples of specific types of asset builds that may be covered under such scenarios. It will also be helpful to discuss the appropriate accounting for finance, operations and maintenance portions of long term PPP agreements.