topic 2.1(b) section 12 other fin. inst....
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© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
1 The IFRS for SMEs
Topic 2.1(b)
Section 12 Other Fin. Inst. Issues
Section 22 Liabilities and Equity
Michael Wells
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
2 Section 12 – Recognition and measurement
• Initial recognition:
– When entity becomes a party to the
contractual provisions of the instrument
• Initial measurement:
– At FV (normally the transaction price)
– Transaction costs are charged to expense
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
3 Section 12 – Recognition and measurement
• Subsequent measurement:
– At FVTPL except:
– Equity instrument that is not publicly
traded and cannot get FV reliably, then
measure at cost less impairment
– Also measure a contract linked to such
equity instrument at cost less impairment
– If previously at FVTPL, but now a reliable FV
measure is no longer available, treat most
recent FV measure as „cost‟ going forward.
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
4 Section 12 – Hedge accounting
• ‘Hedging’ and ‘hedge accounting’ are two
different things
• What is hedging?
– Managing risks by using one financial
instrument („hedging instrument‟) purposely
to offset the variability in FV or cash flows
of a recognised asset or liability, firm
commitment, or future cash flows („hedged
item‟)
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
5 Section 12 – Hedge accounting
• What is hedge accounting?
– Matching the change in FV of the hedging
instrument and the hedged item in the
same income statement
– Hedge accounting is only an issue when
normal accounting would put the two FV
changes in different periods – sometimes
referred to as an „accounting mismatch‟
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
6 Section 12 – Hedge accounting
• Quick illustration:
– Entity has note payable at a fixed rate of interest
due in 3 years. Note measured at amortised cost.
– Buys swap to receive fixed interest and pay
variable. Swap is measured at FVTPL.
– End of year 1, interest rate declines. Therefore
gain on derivative is immediately recognised – but
we will only recognise the higher fixed interest
expense when we pay it in future.
– “Mismatch”
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
7 Section 12 – Hedge accounting
• Hedge accounting matching the gain (loss)
on the derivative with the loss (gain) on the
hedged item.
• Hedge accounting is optional.
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
8 Section 12 – Hedge accounting
• To qualify for hedge accounting:
1. Designate and document hedging
relationship up front
– Clearly identify the hedged risk
2. Hedged risk is listed in ¶12.17
3. Hedging instrument is listed in ¶12.18
4. Entity expects hedging instrument to be
„highly effective‟ in offsetting the
designated hedged risk.
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
9 Section 12 – Hedge accounting
• Hedged risk must be (12.17):
– Interest rate risk in debt measured at cost
– FX or interest rate risk in firm commitment
or highly probable forecast transaction
– Price risk in a commodity owned or to be
acquired in a firm commitment or highly
probable forecast transaction
– FX risk in a net investment in a foreign
operation
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
10 Section 12 – Hedge accounting
• Hedged risk must be (12.17):
– FX risk in debt instrument measured at cost is
not in this list. Why?
– Under ¶30.10 (FX) the debt is translated at
spot rate and FX gain or loss is recognised in
profit or loss
– Change in FV of the swap (hedging
instrument) is also recognised in profit or loss
(measured using forward rate)
– „Natural hedge‟
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
11 Section 12 – Hedge accounting
• Hedging instrument must be (12.18):
– Interest rate swap, FX swap, FX forward,
commodity forward
– Entered into with external party
– Notional amount = principal or notional
amount of hedged item
– Specified maturity not later than maturity or
settlement of hedged item
– Cannot be prepaid or terminated early
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
12 Section 12 – Hedge accounting
• Hedge of fixed interest rate risk or
commodity price risk of commodity held
– Recognise hedging instrument as asset or
liability
– Change in FV of hedging instrument in P&L
– Change in FV of hedged item in P&L and
adjustment of carrying amount of hedged
item – even though hedged item is
otherwise measured at cost
This is called Fair Value Hedge in IAS 39.
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
13 Section 12 – Hedge accounting
• Example – Assumptions: – Entity borrows 1,000, 3 years, 5% fixed rate,
payable measured at amortised cost
– Hedged with a derivative whose value is linked to
an interest rate index
– End of year 1, market rate = 6%. FV of 50
payable in 1 year at 6% + 1,050 payable 2 years
at 6% = 50 x .943396 + 1,050 x .889996 = 982,
but this 18 „gain‟ is not recognised
– Value of the derivative declines to -20
– Note there is small ineffectiveness = 2
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
14 Section 12 – Hedge accounting
• Balance sheet when loan made:
Cash 1,000
Loan payable 1,000
• Adjust loan end of year 1 to reflect rate change:
Loan payable (hedge acct) 18
P&L (18 gain – 20 loss) 2
Derivative (Liability) 20
• Balance sheet end of year 1:
Cash 1,000
Derivative (Liability) 20
Loan payable 982
Equity (2)
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
15 Section 12 – Hedge accounting
• Conceptual question regarding the
previous example:
– Does the 982 carrying amount of the loan
payable at end of year 1 represent the Fair
Value of the loan?
– Hint: Does the 890 reflect change in credit
risk or prepayment risk?
– If 890 is not Fair Value, what is it?
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
16 Section 12 – Hedge accounting
• Hedge of variable interest rate risk, FX or
commodity price risk in a firm commitment
or highly probable forecast transaction, or
net investment in foreign operation
– Recognise change in FV of hedging
instrument in OCI (assuming it was
effective; ineffectiveness reported in P&L)
– 'Recycle' amount recognised in OCI when
hedged item hits P&L or hedging
relationship ends. Continued…
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
17 Section 12 – Hedge accounting
– If hedged risk was variable interest in debt
measured at cost, recognise in P&L the
periodic net settlements from the interest
rate swap in the period in which the net
settlements occur.
This is called Cash Flow Hedge in IAS 39.
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
18 Section 12 – Hedge accounting
• Example – Assumptions:
– Entity sells goods for 1,000 floating rate 3-
year note receivable
– Interest rate risk managed with a derivative
(interest rate swap)
– End of year 1 interest rates increase – PV
of cumulative cash flows increase by 100
– But FV of swap decreases by 105
– Note: Some hedge ineffectiveness
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
19 Section 12 – Hedge accounting
• Opening balance sheet:
Receivable 1,000
Equity 1,000
• Ineffective portion of hedge:
P&L* 5*
OCI (Equity) 100
Derivative (Liability) 105
*Ineffective portion of hedge
example continued next slide...
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
20 Section 12 – Hedge accounting
• Closing balance sheet:
Receivable 1,000
Equity (OCI)* 100*
Derivative (Liability) 105
Equity 995
*Effective portion of the hedge (loss on
derivative), which will be amortised to P&L as
the higher floating rate interest payments are
earned and recognised in P&L in years 2 & 3
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
21 Section 12 – Hedge accounting
• Disclosures relating to hedge accounting
– For each type of hedge: Description of hedge
(risk, hedged item, instrument)
– Special disclosures for hedge of fixed interest
rate risk and commodity price risk of commodity
held
– Special disclosures for hedge of variable interest
rate risk, FX or commodity price risk of
commodity held, highly probable forecast
transaction, or net investment in foreign operation
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
22 Section 22 – Liabilities and equity
• Scope of Section 22
– Principles for classifying an instrument as
debt or equity
– Original issuance of shares and other
equity instruments
– Sale of options, rights, warrants
– Bonus issues and share splits
– Issuance of convertible debt
continues...
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
23 Section 22 – Liabilities and equity
• Scope of Section 22, continued
– Treasury shares
– Distributions to owners
– Non-controlling interest and transactions in
shares of a consolidated subsidiary
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
24 Section 22 – Liabilities and equity
• Principles for classifying an instrument as
debt or equity
– Equity = residual interest in assets minus
liabilities
– Liability is a present obligation (entity does
not have a right to avoid paying cash)
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
25 Section 22 – Liabilities and equity
• The following are equity:
– Puttable instrument that entitles holder to
pro rata share of net assets on liquidation
– Instrument that is automatically redeemed if
an uncertain future event occurs or death or
retirement of holder
– Subordinated instrument payable only on
liquidation
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
26 Section 22 – Liabilities and equity
• The following are liabilities:
– Instrument is payable on liquidation, but
the amount is subject to a maximum
ceiling
– Entity is obliged to make payments before
liquidation – such as mandatory dividend
– Mandatorily redeemable preference shares
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
27 Section 22 – Liabilities and equity
• Members’ shares in a cooperative are
equity only if:
– Coop has unconditional right to refuse
redemption of members‟ shares, or
– Redemption is unconditionally prohibited
by law or entity‟s charter
• Otherwise – liability
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
28 Section 22 – Liabilities and equity
• Original issuance of shares and other equity
instruments
– Recognise when equity is issued and subscriber
is obligated to invest
– If equity is issued before the entity gets cash, the
receivable is an offset to equity (not an asset)
– If entity gets (nonrefundable) cash before equity
is issued, equity is increased
– No increase in equity is recognised for subscribed
shares that have not been issued and entity has
not received cash
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
29 Section 22 – Liabilities and equity
• Sale of options, rights, warrants
– Same principles as for original issuance of
shares (previous slide)
• Transaction costs in issuing equity
instruments
– Accounted for as a reduction of equity (not
an expense)
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
30 Section 22 – Liabilities and equity
• Bonus issues (stock dividends) and share
splits
– These do not change equity
– Accounted for as reclassification of
amounts within equity (out of retained
earnings and into permanent capital)
– Amounts reclassified should be based on
local laws
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
31 Section 22 – Liabilities and equity
• Issuance of convertible debt
– Must account separately for debt component and
equity component (conversion right)
– Debt proceeds = FV of similar risk debt without
conversion feature (PV calculation)
– Equity proceeds are the residual
– Recorded at issuance; not subsequently revised
– Subsequently, debt discount = additional interest
expense (effective interest method)
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
32 Section 22 – Liabilities and equity
• Issuance of convertible debt - Example
– 1/1/X1 issue at par a 4% convertible bond, par and
maturity amount = 50,000, maturity in 5 years
– If no conversion feature, would have paid 6%
– Calculate present value of cash flows at 6%:
– PV 50,000 due in 5 years @ 6% = 37,363
– PV annuity 2,000/year 5 years @ 6% = 8,425
– Total PV = 45,788
Debit cash 50,000
Credit financial liability 45,788
Credit equity (conversion right) 4,212
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org © 2011 IFRS Foundation | 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
33 Section 22 – Liabilities and equity
Date Inter-
est
paid
Interest
expense
@ 6%
Amort. of
discount
Bond
dis-
count
Net bond
liability
1/1/X1 4,212 45,788
31/12/X1 2,000 2,747 747 3,465 46,535
31/12/X2 2,000 2,792 792 2,673 47,327
31/12/X3 2,000 2,840 840 1,833 48,167
31/12/X4 2,000 2,890 890 943 49,057
31/12/X5 2,000 2,943 943 0 50,000
31/12/X1: Debit interest expense 2,747
Credit financial liability 747
Credit cash 2,000
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
34 Section 22 – Liabilities and equity
• Treasury shares
– Equity instruments entity has issued and
later reacquired
– Measure at cash paid or FV of other
consideration given to acquire \
– Present as deduction from equity (not
asset)
– No gain or loss recognised on purchase,
sale, or cancellation
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
35 Section 22 – Liabilities and equity
• Distributions to owners
– If cash – measurement = cash paid
– If non-cash – measurement = FV of assets
distributed
– Amount reduces equity
– If entity gets tax deduction for dividend, tax
benefit is adjustment of equity
– Not reduction of income tax expense
– If entity pays withholding tax on dividends
paid, tax reduces equity as part of dividend
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
36 Section 22 – Liabilities and equity
• Non-controlling interest (NCI) and
transactions in shares of a consolidated
subsidiary
– In consolidated balance sheet NCI is part of
equity (not liability or „in between‟)
– Change in parent‟s controlling interest that does
not result in loss of control is a transaction with
owners
– Equity adjustment, not through P&L
– No adjustment of carrying amounts of assets
or goodwill
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
37 Questions or comments?
Expressions of individual views by
members of the IASB and its staff
are encouraged.
The views expressed in this
presentation are those of the
presenter.
Official positions of the IASB on
accounting matters are determined
only after extensive due process
and deliberation.
© 2011 IFRS Foundation 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
38
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The accounting requirements applicable to small and medium-sized entities (SMEs) are set out in the International Financial Reporting Standard (IFRS) for SMEs, which was issued by the IASB in July 2009.
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