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THE RESOURCE FOR CORPORATE FINANCE, ACCOUNTING & TREASURY PROFESSIONALS




Moving to the Cloud – Risk and
   Control Considerations

                      Jane Lin
              Deloitte & Touche LLP
This presentation contains general information only and is based on the
experiences and research of Deloitte practitioners. Deloitte is not, by
means of this presentation, rendering business, financial, investment,
accounting, tax, or other professional advice or services. This presentation
is not a substitute for such professional advice or services, nor should it be
used as a basis for any decision or action that may affect your business.
Before making any decision or taking any action that may affect your
business, you should consult a qualified professional advisor. Deloitte, its
affiliates, and related entities shall not be responsible for any loss
sustained by any person who relies on this presentation.

About Deloitte
Deloitte refers to one or more of Deloitte Touche Tohmatsu, a Swiss
Verein, and its network of member firms, each of which is a legally
separate and independent entity. Please see www.deloitte.com/us/about
for a detailed description of the legal structure of Deloitte Touche
Tohmatsu and its member firms. Please see www.deloitte.com/us/about
for a detailed description of the legal structure of Deloitte LLP and its
subsidiaries.
Cloud Computing
                  • Is the cloud the new software?
                  • Will the evolution of the cloud and
                    industry competition lead to
                    accounting complexity similar to
                    software in the late 1980’s?
                  • Will there be wider tax implications?
                  • Will there be added regulatory
                    scrutiny?
Key Drivers for Cloud Computing
  • Key cloud computing drivers include lower cost of ownership, speed of
    delivery, flexibility, and scalability
                                                                     • Pay for what you use
  • Computing delivered as a
                                                                     • Repair and maintenance savings
    borderless utility
                                                                     • Software and license purchase
  • Applications live in a variety of
                                                                       savings
    locations and data flows across
    geographic boundaries                                            • Physical space savings


                                                                         • Less in-house IT staff required
 • Accessibility from
   anywhere via Internet                                                 • Highly automated, easy/fast
                                                                           to deploy
 • Collaborating/sharing made
   easier between disparate
   offices, remote workers,
   and suppliers
                                        • 24X7 availability to applications and
                                          services
                                        • Ability to combine and create
                                          customized services instantly
                                        • Scalable services and applications
What Did the Cloud Bring?

• New business models
• New service offerings
• New capabilities
• Innovation
• Outsourcing
 • Relinquishing operational control
 • Relinquishing ownership of IT resources
• Effect on companies
 • Increased flexibility
 • Broader reach
 • Faster response time and results
 • Reduced time to market
Benefits and Advantages
•   On demand service accessed through Internet or internal network
•   Scalability and elastic capacity
•   Resource pooling
•   Minimize capital and other upfront costs
•   Increase IT agility and flexibility; improved IT service capabilities; faster
    innovation cycle with less business interruption
•   Reduced overall spending on IT as a result of lower project costs and
    fewer IT resources to support new business initiatives. Shifting of
    costs to vendor who spread cost across user base
•   Reduced IT overcapacity through the use of a “pay-as-you-go” model
    requiring fewer data center resources (hardware, space, power) and
    reduced maintenance costs and improve cyclical operations
•   Enable new business model to take competitive advantage
•   Leverage new IT architectures to enable policy-based management of
    business and IT
Benefits and Advantages
• Accelerate time-to-benefit with reduced
  time to start up, implement, and
  complete projects
• Optimize resources through the
  reallocation of staff to focus on “core”
  vs. “non-core” activities
• Indirectly reduce other costs such as
  electricity, rent, salaries, and other
  overhead
• Easier to maintain and upgrade
Challenges
 • Unintended effect on
   ‒ Business models
   ‒ Accounting and audit
   ‒ Taxes
   ‒ Internal controls
   ‒ Policies and procedures
   ‒ Corporate governance
   ‒ Laws and regulations
 • Exaggerated claims regarding current and future deliverables
 • Data security and privacy
 • Data center management
 • Regulatory and compliance
 • Fast paced, constant changes may lead to quicker obsolescence
 • Effective metering of customer usage
 • Integration costs and duration
 • Integrating SaaS and traditional applications
 • Managing and monitoring integration interfaces
Accounting and Audit
• Revenue recognition                       • Cost deferral
  ‒ Software vs. non-software               • Capitalization
  ‒ Billing model alone, whether utility or • Business combination
      subscription basis, does not         ‒ On-going performance obligations
      necessarily determine revenue
                                           ‒ Deferred revenue
      recognition
  ‒   Multiple element arrangements     • Adequacy of accounting and audit trail
  ‒   Hosting arrangements              • US GAAP vs. IFRS
  ‒   Service arrangements
  ‒   Contract accounting
  ‒   Milestones
  ‒   Concessions
  ‒   Activation fees
  ‒   Usage-based fees
  ‒   Discounts
  ‒   Use it or lose it clauses
ASU 2009-13 (Issue 08-1)
       ASC 605-25 (Issue 00-21)                            ASU 2009-13 (Issue 08-1)
         Criteria for Separation                             Criteria for Separation

Delivered element(s) have standalone value          Delivered element(s) have standalone value



 Undelivered element(s) have objective and
       reliable evidence of fair value


If a general right of return exists for delivered   If a general right of return exists for delivered
   element, performance of the undelivered             element, performance of the undelivered
 element is probable and in vendor’s control         element is probable and in vendor’s control

          Allocation Methods                                   Allocation Method
              Relative fair value                                Relative selling price
                   Residual
Selling Price Hierarchy

      Must establish the selling price at inception of an arrangement for ALL
       deliverables in an arrangement whether delivered or undelivered


Must use if it exists and if it
  is obtainable without
  undue cost and effort
                                  VSOE               Vendor-Specific
                                                     Objective Evidence


If VSOE does not exist, use
  TPE if it exists and if it is                      Third-Party
obtainable without undue            TPE              Evidence
       cost and effort


Can use only if VSOE and
 TPE do not exist – new                               Estimated Selling
concept under ASU 2009-             ESP               Price
     13 (Issue 08-1)
Implementation Issues – Standalone Value

  • A deliverable has standalone value to the customer if
    − Sold separately by any vendor
    − Customer could resell item on a standalone basis (the existence of an
      observable market is not required)
  • Previously less of a focus in multiple-element arrangements because
    fair value threshold was a more common barrier to separation
  • Not an assessment under software guidance
Implementation Issues – Deliverables
• Identification of deliverables in an arrangement
  ‒ Issue 08-1 does not change requirement to identify all deliverables in an
    arrangement
  ‒ Need to know all of the deliverables in order to accurately allocate selling
    price
• Definition of a deliverable
  ‒ Not defined
  ‒ Consider the following:
    • Distinct action required
    • Exclusion or inclusion would cause arrangement fee to vary significantly
    • Failure to deliver results in a refund or penalty
    • Each performance obligation, including those ancillary to the primary product and
      those with no explicit monetary value
    • Essential to functionality of other products or services
• Inconsequential or perfunctory
  ‒ Not a concept for software
Example – Delivery of Products and
                  Services
           ASC 505-25 (Issue 00-21)          ASU 2009-13 (Issue 08-1)
              Delivered Products                Delivered Products
                  VSOE exists                       VSOE exists



             Undelivered Services              Undelivered Services
                  No VSOE                           No VSOE
                   No TPE                            No TPE
         Estimated selling price exists    Estimated selling price exists



                    1 unit                            2 units
         (Use of estimated selling price   (Use of estimated selling price
           is not allowed; therefore,          is allowed; therefore,
               cannot separate)                       separate)




1.5
Taxes
  – Classification (i.e., service, sale, rent; perhaps a bundled package)
  – Taxable presence – the “what, where, and how”
    • What activities take place in any given geography?
    • Where and how does contracting and delivery take place?
    • How are the operations structured, e.g., entities, branches?
  – Different rules for different types of tax (i.e., income, transaction, withholding)

Domestic income tax issues                          Local country tax issues
• Revenue recognition – Structure of business       • Permanent establishment – Local country
  and characterization of transactions                income tax, core business functions vs.
• Foreign tax credits – Source of income,             preparatory and auxiliary
  characterization, and credits                     • Characterization – Withholding tax or
• Withholding tax                                     services tax; treaty relief?
• Nexus – Income and sales and use tax              • Transactional tax – B-2-B, or B-2-C?
• Apportionment – Tangible personal property          Services provided in country?
  destination`                                      • Transfer pricing – Also applies to U.S. and
                                                      multistate income tax
Internal Controls
• Integration of different technologies
• Data security, access controls, and confidentiality
  • Who owns the data? How are they being used? Are controls in place?
  • How is security achieved? What is the level of privacy protection?
  • Any small incident may have exponential consequences for all provider’s customers
  • Are there risk management controls to applications and data?
• Data availability and reliability
• User control over services, resources, and information
• Data centralization may simplify regulatory concerns but may lead to potential
  “single points of failure”
• Regular location changes or data residing on multiple locations may result in
  increased regulatory scrutiny with data transfer across borders
• Risk assessment
• Policies and procedures
• On-going monitoring
• A need for more sophisticated corporate governance
Internal Controls
• Sufficiency of back up, business continuity, data retention, and disaster
  recovery
• A need to specify desired security levels in contract terms
• A need for cloud providers/vendors to offer a higher degree of
  protection and transparency to customers
• Users should request from vendors the evidence of compliance with
  regulations (general civil law, contract law, consumer protection law, e-
  commerce regulation, fair trade practice law) and generally accepted
  standards (PCI DSS, ISO27001).
• Users may conduct audits of vendor controls, request vendor to
  provide service auditor (SAS 70) reports, or request vendor to hold
  security accreditations
• Security controls users would like the vendors to adopt may be beyond
  the controls inherent to the cloud platform
• Any new internal control requirements may increase cost
Regulatory Considerations
• Regulatory considerations such as SOX and HIPAA
• Blurred relationship between data and geographic location
• Where is the actual physical location and which privacy rules apply?
• Careful planning of cross-border nature of cloud computing can help
  minimize regulatory, tax, accounting, and audit issues
• Compliance with local regulatory and legal requirements
• Potential new laws and regulations
What We Are Seeing
• Companies establish multiple business models and segments early on
• Certain industries are slower to adopt (e.g., health care, insurance industries)
• Multiple product and service offerings and complex organizational structure
• Focus is on expanding business and service capabilities
• The provision of similar products and services at lower fees are now more
  common
• Pressure from users for lower fees
• Too many handshakes and collaborations taking place for transactions
• Accounting for revenue recognition is not less complex
• Increased audit challenges
• Increased tax complexity
• Ultimately, will cost really decrease or only shift from capital to operating?
• Accounting, tax, and laws and regulations have not yet caught up
What May be Expected
• Cloud computing is here to stay
• Continued growth and increased enterprise adoption of cloud computing, and
  major shifts in the IT industry, disrupting suppliers, and reshaping vendor
  roles
• Pressure to reduce fees and costs also affect revenue and margins requiring
  new product and service offerings
• Increased competition in product and service offerings may lead to business
  failures
• New laws and regulations on privacy, infringement, taxes, data security, data
  transfer, and others
• Tighter International e-commerce regulations
• Potential new accounting rules
• Can company with existing, higher cost technology and offering traditional
  products and services evolve fast enough to keep up with competition of
  newer, lower cost technology?

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Moving to the Cloud – Risk, Control, and Accounting Considerations

  • 1. THE RESOURCE FOR CORPORATE FINANCE, ACCOUNTING & TREASURY PROFESSIONALS Moving to the Cloud – Risk and Control Considerations Jane Lin Deloitte & Touche LLP
  • 2. This presentation contains general information only and is based on the experiences and research of Deloitte practitioners. Deloitte is not, by means of this presentation, rendering business, financial, investment, accounting, tax, or other professional advice or services. This presentation is not a substitute for such professional advice or services, nor should it be used as a basis for any decision or action that may affect your business. Before making any decision or taking any action that may affect your business, you should consult a qualified professional advisor. Deloitte, its affiliates, and related entities shall not be responsible for any loss sustained by any person who relies on this presentation. About Deloitte Deloitte refers to one or more of Deloitte Touche Tohmatsu, a Swiss Verein, and its network of member firms, each of which is a legally separate and independent entity. Please see www.deloitte.com/us/about for a detailed description of the legal structure of Deloitte Touche Tohmatsu and its member firms. Please see www.deloitte.com/us/about for a detailed description of the legal structure of Deloitte LLP and its subsidiaries.
  • 3. Cloud Computing • Is the cloud the new software? • Will the evolution of the cloud and industry competition lead to accounting complexity similar to software in the late 1980’s? • Will there be wider tax implications? • Will there be added regulatory scrutiny?
  • 4. Key Drivers for Cloud Computing • Key cloud computing drivers include lower cost of ownership, speed of delivery, flexibility, and scalability • Pay for what you use • Computing delivered as a • Repair and maintenance savings borderless utility • Software and license purchase • Applications live in a variety of savings locations and data flows across geographic boundaries • Physical space savings • Less in-house IT staff required • Accessibility from anywhere via Internet • Highly automated, easy/fast to deploy • Collaborating/sharing made easier between disparate offices, remote workers, and suppliers • 24X7 availability to applications and services • Ability to combine and create customized services instantly • Scalable services and applications
  • 5. What Did the Cloud Bring? • New business models • New service offerings • New capabilities • Innovation • Outsourcing • Relinquishing operational control • Relinquishing ownership of IT resources • Effect on companies • Increased flexibility • Broader reach • Faster response time and results • Reduced time to market
  • 6. Benefits and Advantages • On demand service accessed through Internet or internal network • Scalability and elastic capacity • Resource pooling • Minimize capital and other upfront costs • Increase IT agility and flexibility; improved IT service capabilities; faster innovation cycle with less business interruption • Reduced overall spending on IT as a result of lower project costs and fewer IT resources to support new business initiatives. Shifting of costs to vendor who spread cost across user base • Reduced IT overcapacity through the use of a “pay-as-you-go” model requiring fewer data center resources (hardware, space, power) and reduced maintenance costs and improve cyclical operations • Enable new business model to take competitive advantage • Leverage new IT architectures to enable policy-based management of business and IT
  • 7. Benefits and Advantages • Accelerate time-to-benefit with reduced time to start up, implement, and complete projects • Optimize resources through the reallocation of staff to focus on “core” vs. “non-core” activities • Indirectly reduce other costs such as electricity, rent, salaries, and other overhead • Easier to maintain and upgrade
  • 8. Challenges • Unintended effect on ‒ Business models ‒ Accounting and audit ‒ Taxes ‒ Internal controls ‒ Policies and procedures ‒ Corporate governance ‒ Laws and regulations • Exaggerated claims regarding current and future deliverables • Data security and privacy • Data center management • Regulatory and compliance • Fast paced, constant changes may lead to quicker obsolescence • Effective metering of customer usage • Integration costs and duration • Integrating SaaS and traditional applications • Managing and monitoring integration interfaces
  • 9. Accounting and Audit • Revenue recognition • Cost deferral ‒ Software vs. non-software • Capitalization ‒ Billing model alone, whether utility or • Business combination subscription basis, does not ‒ On-going performance obligations necessarily determine revenue ‒ Deferred revenue recognition ‒ Multiple element arrangements • Adequacy of accounting and audit trail ‒ Hosting arrangements • US GAAP vs. IFRS ‒ Service arrangements ‒ Contract accounting ‒ Milestones ‒ Concessions ‒ Activation fees ‒ Usage-based fees ‒ Discounts ‒ Use it or lose it clauses
  • 10. ASU 2009-13 (Issue 08-1) ASC 605-25 (Issue 00-21) ASU 2009-13 (Issue 08-1) Criteria for Separation Criteria for Separation Delivered element(s) have standalone value Delivered element(s) have standalone value Undelivered element(s) have objective and reliable evidence of fair value If a general right of return exists for delivered If a general right of return exists for delivered element, performance of the undelivered element, performance of the undelivered element is probable and in vendor’s control element is probable and in vendor’s control Allocation Methods Allocation Method Relative fair value Relative selling price Residual
  • 11. Selling Price Hierarchy Must establish the selling price at inception of an arrangement for ALL deliverables in an arrangement whether delivered or undelivered Must use if it exists and if it is obtainable without undue cost and effort VSOE Vendor-Specific Objective Evidence If VSOE does not exist, use TPE if it exists and if it is Third-Party obtainable without undue TPE Evidence cost and effort Can use only if VSOE and TPE do not exist – new Estimated Selling concept under ASU 2009- ESP Price 13 (Issue 08-1)
  • 12. Implementation Issues – Standalone Value • A deliverable has standalone value to the customer if − Sold separately by any vendor − Customer could resell item on a standalone basis (the existence of an observable market is not required) • Previously less of a focus in multiple-element arrangements because fair value threshold was a more common barrier to separation • Not an assessment under software guidance
  • 13. Implementation Issues – Deliverables • Identification of deliverables in an arrangement ‒ Issue 08-1 does not change requirement to identify all deliverables in an arrangement ‒ Need to know all of the deliverables in order to accurately allocate selling price • Definition of a deliverable ‒ Not defined ‒ Consider the following: • Distinct action required • Exclusion or inclusion would cause arrangement fee to vary significantly • Failure to deliver results in a refund or penalty • Each performance obligation, including those ancillary to the primary product and those with no explicit monetary value • Essential to functionality of other products or services • Inconsequential or perfunctory ‒ Not a concept for software
  • 14. Example – Delivery of Products and Services ASC 505-25 (Issue 00-21) ASU 2009-13 (Issue 08-1) Delivered Products Delivered Products VSOE exists VSOE exists Undelivered Services Undelivered Services No VSOE No VSOE No TPE No TPE Estimated selling price exists Estimated selling price exists 1 unit 2 units (Use of estimated selling price (Use of estimated selling price is not allowed; therefore, is allowed; therefore, cannot separate) separate) 1.5
  • 15. Taxes – Classification (i.e., service, sale, rent; perhaps a bundled package) – Taxable presence – the “what, where, and how” • What activities take place in any given geography? • Where and how does contracting and delivery take place? • How are the operations structured, e.g., entities, branches? – Different rules for different types of tax (i.e., income, transaction, withholding) Domestic income tax issues Local country tax issues • Revenue recognition – Structure of business • Permanent establishment – Local country and characterization of transactions income tax, core business functions vs. • Foreign tax credits – Source of income, preparatory and auxiliary characterization, and credits • Characterization – Withholding tax or • Withholding tax services tax; treaty relief? • Nexus – Income and sales and use tax • Transactional tax – B-2-B, or B-2-C? • Apportionment – Tangible personal property Services provided in country? destination` • Transfer pricing – Also applies to U.S. and multistate income tax
  • 16. Internal Controls • Integration of different technologies • Data security, access controls, and confidentiality • Who owns the data? How are they being used? Are controls in place? • How is security achieved? What is the level of privacy protection? • Any small incident may have exponential consequences for all provider’s customers • Are there risk management controls to applications and data? • Data availability and reliability • User control over services, resources, and information • Data centralization may simplify regulatory concerns but may lead to potential “single points of failure” • Regular location changes or data residing on multiple locations may result in increased regulatory scrutiny with data transfer across borders • Risk assessment • Policies and procedures • On-going monitoring • A need for more sophisticated corporate governance
  • 17. Internal Controls • Sufficiency of back up, business continuity, data retention, and disaster recovery • A need to specify desired security levels in contract terms • A need for cloud providers/vendors to offer a higher degree of protection and transparency to customers • Users should request from vendors the evidence of compliance with regulations (general civil law, contract law, consumer protection law, e- commerce regulation, fair trade practice law) and generally accepted standards (PCI DSS, ISO27001). • Users may conduct audits of vendor controls, request vendor to provide service auditor (SAS 70) reports, or request vendor to hold security accreditations • Security controls users would like the vendors to adopt may be beyond the controls inherent to the cloud platform • Any new internal control requirements may increase cost
  • 18. Regulatory Considerations • Regulatory considerations such as SOX and HIPAA • Blurred relationship between data and geographic location • Where is the actual physical location and which privacy rules apply? • Careful planning of cross-border nature of cloud computing can help minimize regulatory, tax, accounting, and audit issues • Compliance with local regulatory and legal requirements • Potential new laws and regulations
  • 19. What We Are Seeing • Companies establish multiple business models and segments early on • Certain industries are slower to adopt (e.g., health care, insurance industries) • Multiple product and service offerings and complex organizational structure • Focus is on expanding business and service capabilities • The provision of similar products and services at lower fees are now more common • Pressure from users for lower fees • Too many handshakes and collaborations taking place for transactions • Accounting for revenue recognition is not less complex • Increased audit challenges • Increased tax complexity • Ultimately, will cost really decrease or only shift from capital to operating? • Accounting, tax, and laws and regulations have not yet caught up
  • 20. What May be Expected • Cloud computing is here to stay • Continued growth and increased enterprise adoption of cloud computing, and major shifts in the IT industry, disrupting suppliers, and reshaping vendor roles • Pressure to reduce fees and costs also affect revenue and margins requiring new product and service offerings • Increased competition in product and service offerings may lead to business failures • New laws and regulations on privacy, infringement, taxes, data security, data transfer, and others • Tighter International e-commerce regulations • Potential new accounting rules • Can company with existing, higher cost technology and offering traditional products and services evolve fast enough to keep up with competition of newer, lower cost technology?