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posted 1 Oct 1998 in Volume 2 Issue 2

The International View on How to Account for Intangibles

In July 1998, the International Accounting Standards Committee (IASC) approved accounting rules that represent a step forward towards the recognition of some intangible assets in financial statements and provide a better understanding of investments in intangible assets. Laurence Rivat outlines the story of IAS 38 - and the implications this will have for valuing knowledge.

Awareness of the importance of, and investments in, intangible assets have increased significantly in the last two decades. Around the world, there have been complaints that financial statements are becoming meaningless because they do not reflect one of the main sources of an enterprise's revenues 'its intangible assets; or provide sufficient information on them.

In July 1998, after almost 10 years of debate, the International Accounting Standards Committee (IASC) approved a new International Accounting Standard, IAS 38, Intangible Assets. IAS 38 follows two Exposure Drafts (E50, Intangible Assets, published in June 1995, and E60, Intangible Assets, published in August 1997) and a Draft Statement of Principles (published in January 1994). Its development was controversial and it raised significant emotional debates around the world, particularly on two issues - the recognition of internally generated intangible assets and the amortization of intangible assets.

Scope of the Standard

IAS 38 applies to the accounting of all intangible assets that are not specifically dealt with in other International Accounting Standards. It applies, among other things, to the accounting of expenditure on advertising, training, start-up, research and development (R&D) activities.

The current International Accounting Standard dealing with research and development expenditure (IAS 9, Research and Development Costs) has been merged with IAS 38. This is because the IASC Board (the Board) believes that an asset that results from research and development activities is an intangible asset because knowledge is the primary outcome of these activities. The Board also believes that all intangible assets should be accounted for using the same principles and, therefore, that there should be only one Standard dealing with them. IAS 38 does not change the requirements of IAS 9.

Recognition in financial statements

IAS 38 defines an intangible asset as 'an identifiable non-monetary asset without physical substance held for use in the production or supply of goods or services, for rental to others, or for administrative purposes'. Among other things, there should be a resource that is controlled by an enterprise and that is clearly distinguishable from the enterprise's goodwill.

IAS 38 requires an enterprise to recognize an intangible asset in its financial statements if, and only if:

 * it is probable that the future economic benefits that are attributable to the asset will flow to the enterprise; and
 * the cost of the asset can be measured reliably.

This requirement applies whether an intangible asset is acquired externally or generated internally. IAS 38 includes additional recognition criteria for internally generated intangible assets.

If an intangible item does not meet both the definition of, and the recognition criteria for, an intangible asset, IAS 38 requires the expenditure on this item to be recognized as an expense when it is incurred. IAS 38 also prohibits an enterprise from recognizing this expenditure as part of the cost of an intangible asset at a later date.

It follows from the recognition criteria that all expenditure on research should be recognized as an expense when incurred. The same treatment will apply to start-up costs, training costs and advertising costs. In addition, IAS 38 specifically prohibits the recognition as assets of goodwill, brands, mastheads, publishing titles, customer lists and items similar in substance that are internally generated. However, some development expenditure may result in the recognition of an intangible asset (for example, internally developed computer software).

Internally generated intangible assets

If views are quite unanimous that the accounting treatment for purchased intangible assets should be similar to that for tangible assets, many commentators on the Exposure Drafts were opposed to the concept that an enterprise should recognize a self-constructed intangible asset when the recognition criteria were met. These opponents include:

 * users of financial statements. They are usually suspicious of the types of internally generated intangible assets that are recognized in the balance sheet. They also believe that it is not possible to assess reliably the amount that can be recovered from intangible assets, unless its value can be determined by reference to an active market. Therefore, they believe that recognizing a self-constructed intangible asset for which no active market exists at an amount other than zero may mislead investors;
 * those who have concerns that IAS 38 s definition of, and recognition criteria for, an intangible asset - which require management and auditors to exercise judgement - are too subjective and will undermine the comparability of financial statements; and
 * those who believe that IAS 38 s requirements will result in very little decision-useful or predictive information when applied to internally generated intangible assets. This is because they believe that, in most cases, the cost of a self-constructed intangible asset recognized in the balance sheet will not represent the total expenditure on that asset: demonstration of technological feasibility or commercial success (required to meet the recognition criteria) will generally not be achieved until substantial expenditure has been recognized as an expense. Therefore, they believe that it is not worth recognizing only part of the cost of an internally generated intangible asset.

The Board believes that:

 * there is no justification not to recognize intangible assets, at cost, in the balance sheet when the criteria for recognizing an asset are met. There should not be different rules for intangible assets that are internally generated. Particularly, whether an enterprise decides to out-source the development of an intangible asset or develop it internally, the principles for recognizing it in the balance sheet should be the same; and
 * abuse of the requirements for recognizing internally generated intangible assets in the balance sheet instead of an immediate expense will be limited by the requirement to test for impairment an intangible asset that is not yet available for use at least at each financial year end - i.e. verification at least annually that there is no impairment loss to recognize because the book value of such an asset exceeds its recoverable amount.


Are your intangible resources really assets for financial statements purposes?

Check that you control them first ...

Specific market or technical knowledge may give rise to future economic benefits. An enterprise controls those benefits if the knowledge is protected by legal rights such as copyrights, a restraint of trade agreement (where permitted) or by a legal duty on employees to maintain confidentiality.

An enterprise may have a team of skilled staff and may be able to identify incremental staff skills leading to future economic benefits from training. The enterprise may also expect that the staff will continue to make their skills available to the enterprise. However, usually an enterprise has insufficient control over the expected future economic benefits arising from a team of skilled staff and from training to consider that these items meet the definition of an intangible asset.

An enterprise may have a portfolio of customers or a market share and expect that, due to its efforts in building customer relationships and loyalty, the customers will continue to trade with the enterprise. However, in the absence of legal rights to protect, or other ways to control, the relationships with customers or the loyalty of the customers to the enterprise, the enterprise usually has insufficient control over the economic benefits from customer relationships and loyalty to consider that such items (portfolio of customers, market shares, customer relationships, customer loyalty) meet the definition of intangible assets.

Measurement

IAS 38 requires that intangible assets should be initially recognized at cost, not value. After initial recognition, an intangible asset should be measured under one of the following two treatments:

 * benchmark treatment: cost less any amortization - i.e. the systematic allocation and recognition as an expense of the cost of an intangible asset over its useful life - and impairment losses; or
 * allowed alternative treatment: revalued amount - based on the fair value of the asset - less any subsequent amortization and impairment losses. Under IASC literature, an asset's fair value is defined as 'the amount for which an asset could be exchanged between knowledgeable, willing parties in an arm's length transaction'. Unlike revaluations of property, plant and equipment under IASC Standards, revaluations of intangible assets are permitted only if the fair value of the intangible asset can be determined by reference to an active market. In practice, active markets for intangible assets will be very rare because one characteristic for such a market is that the items traded on this market should be homogeneous.

Some commentators on Exposure Drafts E50 and E60 argued that prohibiting the initial recognition of intangible assets at value will prevent the recognition of many intangible assets in the financial statements - particularly, internally generated intangible assets. Other commentators argued that it would be more meaningful to report assets at value instead of cost. They criticized the Standard for being too prescriptive on measuring and reporting intangible assets at value.

The Board believes that knowledge about determining the value of intangible assets reliably is still in its early days. IAS 38 reflects the limits of this knowledge, focusing on reporting the amortized cost of intangible assets. Therefore, unless there is an active market, reporting intangible assets at value is limited to specific circumstances.

Intangible assets acquired in a business combination

One of the circumstances where an intangible asset is initially recognized at value is when it is acquired in a business combination. In acquisition accounting (see IAS 22, Business Combinations), the cost of acquiring a business is allocated to the identifiable assets and liabilities acquired based on their fair values. Any remaining difference between the cost of acquiring the business and the fair values of the identifiable assets and liabilities acquired is described as goodwill. Goodwill is then recognized as an asset in the financial statements and amortized over its estimated useful life. In fact, what accountants call the goodwill of an enterprise comprises all the resources of an enterprise (in most cases, of an intangible nature) that do not qualify for separate recognition in the financial statements but that will generate future benefits to the enterprise.

IAS 38 includes limited guidance on how to estimate the fair value of an intangible asset acquired in a business combination - which is the basis for the cost assigned to the intangible asset acquired. If no active market exists for an intangible asset acquired in a business combination, IAS 38 refers to certain techniques that include applying multiples reflecting current market transactions to certain indicators driving the profitability of the asset (such as revenue, market shares, operating profit, etc.) or discounting the estimated future net cash flows from the asset. However, these techniques can be used only if their objective is to estimate the 'fair value' of an asset as defined under IASC literature and if they reflect current transactions and practices in the industry to which the asset belongs.

If the fair value of an intangible asset acquired in a business combination cannot be estimated reliably, the intangible resource is not recognized separately in the financial statements and the expenditure on this resource (included in the cost of acquisition) should form part of the amount attributed to the goodwill recognized at the date of acquisition.

The practice in some countries (the USA particularly) is to recognize the value of R&D-in-process acquired in a business combination as an expense immediately at the date of acquisition. The IASC does not permit such a practice, which contradicts the view that an acquirer has acquired an asset - a resource controlled by the enterprise that will generate future economic benefits. If purchased R&D-in-process does not meet IAS 38's recognition criteria for separate recognition as an intangible asset, it should form part of the goodwill recognized for the business acquired.

Amortization

IAS 38 requires that an intangible asset should be amortized over the best estimate of its useful life. It does not permit an enterprise to assign an infinite useful life to an intangible asset. It includes a rebuttable presumption that the useful life of an intangible asset will not exceed 20 years from the date when the asset is available for use. If there is persuasive evidence that the useful life of an intangible asset will exceed 20 years (cases should be rare), an enterprise should amortize the intangible asset over the best estimate of its useful life and:

 * test the intangible asset for impairment at least annually (this test requires, among other things, a calculation of the estimated discounted future net cash flows from the asset); and
 * disclose the reasons why the presumption that the useful life of an intangible asset will not exceed 20 years is rebutted, and also the factor(s) that played a significant role in determining the useful life of the intangible asset.

Under the initial proposals in Exposure Draft E50, an intangible asset would have been required to be amortized over 20 years or less, unless some specific conditions were met. This proposal was significantly influenced by IASC's decision in 1993 to require that goodwill should always be amortized over a period not exceeding 20 years. The Board believes that intangible assets and goodwill should be amortized in the same way. This avoids accounting arbitrage by recognizing, in an acquisition, an intangible item that is similar in nature to goodwill (for example, brand names and mastheads) as an intangible asset rather than goodwill or vice versa.

Many commentators on E50 argued that some intangible assets have a useful life in excess of 20 years but would not meet the strict criteria in E50 to be amortized over more than 20 years. Commentators who opposed E50's proposals were split between the following two groups:

 * those who believe that, for intangible assets with a long useful life, an annual impairment test should be used instead of amortization. They see no reason why an expense should be recognized in the financial statements where the value of an intangible asset does not decrease over time; and
 * those who believe that all intangible assets should be amortized but reject the proposed limit of 20 years for intangible assets. They commented that IASC Standards include no arbitrary upper limit on the amortization period of tangible assets.

The Board's reasons underlying IAS 38 s requirements for the amortization of intangible assets are that:

 * although there may be no physical limit to the useful life of some intangible assets and the goodwill of an acquired business if properly maintained, infinite lives do not exist. Recently, changing economic circumstances and consumer preferences and attitudes, together with technological advances and aggressive marketing campaigns by competitors have undermined the economic value and reduced the lives of many prominent long-lived intangible assets or businesses;
 * if the value of an intangible asset or goodwill does not decrease over time, this is because the potential for revenues that was purchased initially has been progressively replaced by the potential for revenues resulting from subsequent enhancements to these assets. Therefore, after some (unknown) time, the value of the asset initially purchased has been replaced by internally generated goodwill. IAS 38 prohibits the recognition of internally generated goodwill in the financial statements because, among other things, the cost of developing internally generated goodwill cannot be measured reliably; and
 * in most cases, it is impossible to determine reliably, at the date of initial recognition, that an intangible asset or the goodwill of an acquired business will have a useful life exceeding 20 years.

As a result of IAS 38, the amortization requirements for goodwill in IAS 22, Business Combinations, have been revised to make them consistent with those for intangible assets.

Disclosures

Required disclosures on intangible assets under IAS 38 will enable users to understand the types of intangible assets that are recognized in the financial statements and the movements in their book values during the year. IAS 38 also requires disclosure of the amount of research and development expenditure recognized as an expense during the year.

Some argue that enterprises should prepare a separate comprehensive report on intangible assets, including discussion and disclosure of non-financial data. Developing a framework for a more comprehensive report on intangible assets would take time. First, because of the broad spectrum of intangible assets, it would be difficult to standardize the requirements. Secondly, to be useful, the information would need to be reliable and comparable. This would require developing methodologies to measure intangible assets where such methodologies are not currently available. Thirdly, many enterprises are reluctant to disclose information on their intangible assets as they believe this could harm their competitive position.

Some experiments are currently being conducted in some countries, such as Denmark, to develop guidelines for such a report. The IASC will watch these developments and may revisit the area of reporting on intangible assets as preparers and users gain more experience in working with values.

Laurence Rivat was the IASC Project Manager who developed IAS 38, Intangible Assets. She is now a Senior Manager at the Audit Technical Department of Deloitte Touche Tohmatsu, Paris. She can be contacted at:

lrivat@deloitte.fr

Copies of IAS 38, Intangible Assets, are available from IASC, 166 Fleet Street, London EC4A 2DY, United Kingdom, Telephone: +44 (171) 427 5927, Fax: +44 (171) 353 0562, E-mail: publications@iasc.org.uk, Internet: www.iasc.org.uk

© International Accounting Standards Committee. All rights reserved.


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