Real Estate Industry Real estate industry September 2011 IFRS Academy (Israel) 1 Real Estate Industry Content Introduction Revenue recognition recap Construction contracts Building for self use Investment property Service concession arrangements September 2011 IFRS Academy (Israel) 2 Real Estate Industry Real estate industry Investment Property Building for self use IAS 40 IAS 16 Building for third parties (IAS 18, IAS 11; IFRIC 15) IFRIC 12 Lease arrangements September 2011 IFRS Academy (Israel) 3 Real Estate Industry The world after IFRIC 15 Building for third parties Negotiated contracts (IAS 11) POC Non Negotiated *Other standards that are relevant: IAS 2 - Inventories IAS 23 – Borrowing costs September 2011 Service IAS 18 POC Sale of goods* (IAS 18, IAS 2) Continuous Sale (IAS 18) POC IFRS Academy (Israel) 4 Real Estate Industry When can an entity recognise revenue? Sale of Goods September 2011 Sale of Services IFRS Academy (Israel) 5 Real Estate Industry When can an entity recognise revenue? Sale of Goods The entity has transferred to the buyer the significant risks and rewards of ownership of the goods The entity retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; The amount of revenue can be measured reliably; it is probable that the economic benefits associated with the transaction will flow to the entity the costs incurred or to be incurred in respect of the transaction can be measured reliably. September 2011 IFRS Academy (Israel) 6 Real Estate Industry When can an entity recognise revenue? Sale of Services the amount of revenue can be measured reliably; it is probable that the economic benefits associated with the transaction will flow to the entity the stage of completion of the transaction at the balance sheet date can be measured reliably the costs incurred for the transaction and the costs to complete the transaction can be measured reliably. September 2011 IFRS Academy (Israel) 7 Real Estate Industry How is revenue measured? Fair value of consideration received or receivable September 2011 IFRS Academy (Israel) 8 Real Estate Industry Deferred payments Fair value of amounts receivable (deferred payments beyond accepted credit terms in the market) Cash or cash equivalents September 2011 Present value according to market interest rate that is the most clearly determinable IFRS Academy (Israel) 9 Real Estate Industry Consideration from sale Takes into account Does Not include Trade discounts Sales taxes Discount for immediate settlement Goods and services taxes Volume rebates Value added taxes September 2011 IFRS Academy (Israel) 10 Real Estate Industry Scope IAS 18 - Revenue Sale of goods Sale of services (except for those under the scope of IAS 11) Return from others for the use of entity’s assets in the form of interest, royalties and dividend (Examples Appendix is not part of the standard) September 2011 IFRS Academy (Israel) 11 Real Estate Industry Scope IAS 11 – Construction agreements Prescribes revenue recognition for specific transactions, that include: Contracts specifically negotiated for constructed asset (but also for redeveloping and demolition) Contracts for rendering services that are directly related to the construction of an asset as above (Project management, architecture planning). IFRIC 15 clarifies when IAS 11, or IAS 18 applies for Real Estate contracts (effective in 2009) September 2011 IFRS Academy (Israel) 12 Real Estate Industry Scope Case study 1 – what are the relevant standards for recognizing revenue from each of the activities of the “Promised Land” company? September 2011 IFRS Academy (Israel) 13 Real Estate Industry IAS 18 paragraph 13: “in certain circumstances, it is necessary to apply the recognition criteria to the separately identifiable components of a single transaction to reflect substance… Conversely – the recognition criteria are applied to two or more transactions together when they are linked in such a way that the commercial effect cannot be understood without reference to the series of transactions as a whole.” September 2011 IFRS Academy (Israel) 14 Real Estate Industry Case study 2 – Paradise Properties September 2011 IFRS Academy (Israel) 15 Real Estate Industry Construction contracts Percentage of completion method September 2011 IFRS Academy (Israel) 16 Real Estate Industry IFRIC 15 main features Separation of multiple elements and allocation of revenue based on FV Determining the relevant standard and guidance for each identified element Elements of construction that are in IAS 11 will determine also the accounting for elements that are related services as determined in IAS 11. Make provisions for additional work that is required under the standard, after the real estate was “delivered’ to the customer. September 2011 IFRS Academy (Israel) 17 Real Estate Industry IAS 11 - general Prescribes the accounting treatment of revenue and costs associated with construction contracts Two models used in practice Fixed price contracts Cost to cost September 2011 Survey / Physical work Cost plus contracts Stage of completion IFRS Academy (Israel) 18 Real Estate Industry IAS 11 Revenue recognition options When the outcome of a construction contract can be estimated reliably When the outcome of a construction contract cannot be estimated reliably: When it is probable that total contract costs will exceed total contract revenue revenue and costs shall be recognized under the percentage of completion method Recognize revenue for recoverable costs (zero profit) Recognize costs as expense as incurred (unless assets under other standards). the expected loss shall be recognized as an expense immediately September 2011 IFRS Academy (Israel) 19 Real Estate Industry Contract Revenue Adjustments (should be probable to be approved by client and reliably measured) For variations, incentives ,index adjustments ; For claims – if have reached an advanced stage of negotiations Not for uncollected amounts (recognized directly as expense) Contract revenue is measured at the fair value of the consideration received or receivable. The measurement of contract revenue is affected by a variety of uncertainties that depend on the outcome of future events. September 2011 IFRS Academy (Israel) 20 Real Estate Industry Contract Costs Contract costs shall comprise: costs that relate directly to the specific contract costs that are attributable to contract activity in general and can be allocated to the contract such other costs as are specifically chargeable to the customer under the terms of the contract Commencement – date of securing the contract (But also expenses for securing the contract) September 2011 IFRS Academy (Israel) 21 Real Estate Industry Contract Costs Contract costs shall NOT include: Advance payments Assets acquired for later use in the project (inventories, tangible and intangibles assets) Costs that cannot be attributed or allocated : G&A, Selling costs, R&D, Depreciation of idle facilities* Will be included in costs as utilized * Unless reimbursable by customer September 2011 IFRS Academy (Israel) 22 Real Estate Industry Contract Costs No combining or segmenting of construction Contracts, unless Negotiated as single package Closely interrelated – effectively part of a single project with an overall profit margin Performed concurrently or in continuous sequence Special rules for separating additions (different nature of asset, separate negotiations) September 2011 IFRS Academy (Israel) 23 Real Estate Industry IAS 2 – inventories - costs Costs to bring to present location and condition Production Overheads and normal capacity Non-production Deferred Net overheads settlement terms realizable value limit Borrowing Cost costs formulas September 2011 IFRS Academy (Israel) 24 Real Estate Industry Combination transactions Joint Venture Apartments deal Considerations deal Recognition of the land Recognition of Land sale Recognition of gain Recognition of liability A Land owner Constructions services Recognition of gain Accounting for units received Accounting – fair value September 2011 Capitalisation of Borrowing Costs IFRS Academy (Israel) 25 Real Estate Industry Case study 3 – stage of completion The Promised Land Company September 2011 IFRS Academy (Israel) 26 Real Estate Industry Actual costs $ in thousands Total costs under Company’s report Less – bid costs 8,000 Add – sub contracted work not included on accrual basis 1,500 Less - Advance to sub contractor for work not yet commenced (500) (1,000) Total actual project costs 8,000 Total Estimated costs for project 18,500 Less – Bid costs Total estimated costs 31/12/X1 Percentage of completion (8,000/18,000) (500) 18,000 4/9 (=44.44%) Revenue to be recognized in P&L: (4/9* 27,000) 12,000 Expenses to be recognized in P&L: Bid costs Construction cost Total expenses for 20X1 500 8,000 8,500 Profit for 20X1 3,500 September 2011 IFRS Academy (Israel) 27 Real Estate Industry IAS 16 – Property, Plant and Equipment Building for self use IAS 17 – Leases; IFRIC 4 – Determining whether an arrangement contains a lease IFRIC 12 – Service Concession Arrangements September 2011 IFRS Academy (Israel) 28 Real Estate Industry IAS 16 Cost or revaluation model – location and condition necessary to be capable or operating in the manner management intended; Cost – FV (commercial substance, reliably measured); Exchange Borrowing Special costs issues: ARO obligations (dismantling , removing or restoring) Running –in expenses Pre-opening, pre-operating, start up expenses September 2011 IFRS Academy (Israel) 29 Real Estate Industry IAS 40 Land or building (or part of) / rights in operating lease Earn rentals and/or capital appreciation Not for self use (production, service or admin) Not for sale in the ordinary course of business Insignificant ancillary services to occupants Initially measured at cost (special guidance for capital leases) September 2011 IFRS Academy (Israel) 30 Real Estate Industry IAS 40 FV model (+ operating leases) September 2011 IAS 16 model Cost / Revaluation Depreciation IFRS Academy (Israel) 31 Real Estate Industry IAS 40 Investment Property (IP) Backing liabilities that pay return linked to the IP FV model (+ operating leases) September 2011 IAS 16 model Cost / Revaluation Depreciation Other IP FV model (+ operating leases) IAS 16 model Cost / Revaluation Depreciation IFRS Academy (Israel) 32 Real Estate Industry IAS 40 Fair value model FV adjustments through P&L Cost model Depreciation and impairment model apply No depreciation Lease income under IAS 17 No going back Unreliable measure exemption Transfers (reclassifications) at cost Lease income under IAS 17 No lease rights Lease rights - on case by case basis transfers– special guidance September 2011 Disclosure of FV IFRS Academy (Israel) 33 Real Estate Industry IAS 40 Measuerment – initial recognition Cost is the basis for initial recognition under both methods. Transaction costs, such as legal fees, transfer taxes are included in the initial measurement Start up costs, losses in running in period, abnormal amount s of inputs in construction period are not carried to cost; FV model requires fair valuing the asset during its development stage September 2011 IFRS Academy (Israel) 34 Real Estate Industry IAS 40 Measuerment – initial recognition Leases rights are recognised in the same manner as in IAS 17 – lower of FV or PV of MLP Premium paid is included in MLP but not in the liability. September 2011 IFRS Academy (Israel) 35 Real Estate Industry IAS 40 Measuerment – FV Reflects market conditions at the end of the reporting period Not a value in use concept The interest in recognised leased interest is remeasured Current prices in an active market for similar property in the same location and condition, is best Secondary September 2011 observable inputs: IFRS Academy (Israel) 36 Real Estate Industry IAS 40 Measuerment – FV Secondary observable inputs: Current prices in an active market for properties of different nature, condition or location, adjusted to reflect those differences; Recent prices of similar properties on less active markets, adjusted to reflect changes in economic conditions DCF supported by external evidence (exisiting lease prices and other contracts September 2011 IFRS Academy (Israel) 37 Real Estate Industry IAS 40 Measuerment – FV Most relaiable estimate within the range of reasonable FV estimates Beware of double counting: FV usually includes ancilliary equipement such as lifts, air conditioning FV of an office that is leased on a furnished basis will include the furniture; FV should not include future capex for improvements and the related future benfits September 2011 IFRS Academy (Israel) 38 Real Estate Industry IAS 40 Special issues – acquiring investment property: Could be BC or an asset deal Sometimes Investment Property is bought and sold in legal structures (wrapper) ; wrapper is not necessarily a business Asset deal Business Combination Single property & tenant Property portfolio & many tenants Ancillary services Property Management September 2011 IFRS Academy (Israel) 39 Real Estate Industry IAS 40 Special issues – acquiring investment property: deal – no goodwill and no deferred taxes on initial recognition (if wrapper has minority – it will be recognised at cost); Asset combination – goodwill and DTL are recognised. DTL is not written off when FV is done (treated as a liability); Business September 2011 IFRS Academy (Israel) 40 Real Estate Industry IAS 40 Transfers to or from Investment Property - Only when there is a change in use, evidenced by: Commencement of self use, or end of self use Commencement of development with view to sale Commencement of operating lease for an item of inventory ED improvements - Asset held for sale when it meets IFRS 5 requirements September 2011 IFRS Academy (Israel) 41 Real Estate Industry IAS 40 Measurement at transfer (when FV model is used): – Outgoing Ingoing – FV is deemed cost – From fixed assets to IP - FV diff. in revaluation reserve From inventory to IP – FV diff. to P&L September 2011 IFRS Academy (Israel) 42 Real Estate Industry IFRIC 12- Service Concession Arrangements September 2011 IFRS Academy (Israel) 43 Real Estate Industry The main Interpretation Scope - this Interpretation applies to public-to-private service concession arrangements if: the grantor controls or regulates what services the operator must provide with the infrastructure, to whom it must provide them, and at what price; and the grantor controls—through ownership, beneficial entitlement or otherwise—any significant residual interest in the infrastructure at the end of the term of the arrangement. Effective date and transition – annual reporting periods beginning on or after 1 January 2008. Earlier application is permitted. September 2011 IFRS Academy (Israel) 44 Real Estate Industry Main features Not Property, plant & Equipment of the operator/builder The operator shall recognize revenue under IAS 11 and IAS 18 for the service it performs Consideration is either financial asset or intangible asset, or both multiple elements (construction and operation) – allocation of revenue by reference to relative fair value If September 2011 IFRS Academy (Israel) 45 Real Estate Industry Other relevant standards IAS 37 - the operator may have contractual obligations to maintain the infrastructure to a specified level of serviceability or to restore the infrastructure to a specified condition. IAS 23 – relevant only for intangible asset September 2011 IFRS Academy (Israel) 46 Real Estate Industry The Consideration An intangible asset a right (a licence) to charge users of the public service. Not an unconditional right to receive cash because the amounts are contingent on the extent that the public uses the service. September 2011 A financial asset To the extent that it has an unconditional contractual right to receive cash or another financial asset from or at the direction of the grantor for the construction services. IASs 32 and 39 and IFRS 7 apply to the financial asset recognized under a financial asset. The amount due from the grantor is accounted for in accordance with IAS 39 as: (a) a loan or receivable; (b) an available-for-sale financial asset; or (c) if so designated upon initial recognition, a financial asset at fair value through profit or loss, if the conditions for that classification are met. IFRS Academy (Israel) 47 Real Estate Industry September 2011 IFRS Academy (Israel) 48 IFRS Academy Real Estate Industry (Israel) Israeli Technical Team: Steinberger, Partner – Head of Accounting and Technical Services (menachem.steinberger@crowehorwath.co.il) Menachem Vered Batel Mesika Dadoun Isreali office +972-3-7538300 September 2011 IFRS Academy (Israel) 49 IFRS Academy Real Estate Industry "IFRS Academy" is a training program, written and regulated by Crowe Horwath Israel, as part of its QA CPE program September 2011 IFRS Academy (Israel) 50