International Financial Reporting Standards IFRS – High level comparison with IGAAP MCA Issues roadmap for IFRS Conversion in India Broad Overview ► MCA has issued a notification dated January 22 2010 for a three phase adoption of IFRS by the companies in India : ► ► ► ► Phase I : Opening balance sheet as at April 1 2011 Phase II : Opening balance sheet as at April 1 2013 Phase III : Opening balance sheet as at April 1 2014 Conversion roadmap for Banking and Insurance Companies separately by February 28, 2010. Page 2 Applicability to companies and the respective time lines for the adoption of the three phases. Phase Date Coverage Phase I Opening balance sheet as at April 1 2011 (i) Phase II Opening balance sheet as at April 1 2013 Companies not covered in Phase I and having a net worth exceeding INR 500 crores. Phase III Opening balance sheet as at April 1 2014 LISTED Companies which are not covered in the earlier phases. Page 3 Companies which are part of NSE Index – Nifty 50 (ii) Companies which are part of BSE Index – BSE 30 (iii) Companies whose shares or other securities are listed on a stock exchange outside India. (iv) Companies whether listed or not having NET WORTH of more than INR 1000 crores. Amendment to the Companies Act and the related Schedules ► The MCA has proposed to prepare a draft Companies (Amendments) Bill proposing for the changes in the Companies Act 1956 by February 2010. ► The institute of Chartered Accountants of India (ICAI) has submitted to the MCA revised Schedule VI to the companies Act 1956. The NACAS shall review the draft and the same submit a revised schedule VI to the MCA by January 31 2010. Amendments to the schedule XIV will also be carried out in a timely manner. ► Convergence of all the Accounting Standards with IFRS will be completed by the ICAI by March 31 2010 and the NACAS will submit its final recommendation to MCA by April 30 2010. ► The Central Board of Direct taxes and the Institute of Chartered Accountants of India have jointly constituted a study group to identify direct tax issues arising from convergence of Indian Accounting Standards [IAS] with the International Financial Reporting Standards [IFRS]. Page 4 First time adoption - Key Steps ► Preparation of Opening IFRS balance sheet Last financial statements under ‘previous GAAP’ First IFRS Comparative period Reporting period First IFRS Financial Statements 31/03/2009 01/04/2010 Date of transition to IFRSs opening IFRS balance sheet Page 5 31/03/2011 31/03/2012 Beginning of the first IFRS reporting period Reporting period IFRS-An Overview Page 6 Brief about IFRS ► ► ► ► IFRS are standards and interpretations adopted by the International Accounting Standards Board (IASB) IFRS Comprises: IFRS, IAS, IFRIC and SIC Principles based standards IFRS focuses on ► increased use of fair values ► getting the balance sheet right ► Substance over form ► Fewer choice of accounting alternatives Page 7 IFRS around the world Countries that require or permit IFRS Countries seeking convergence with IASB or pursuing adoption of IFRS (some decided already) No definite announcement Page 8 High Level GAAP Differences Indian GAAP and IFRS Key differences include…. ► ► ► ► ► Differences related to Basic Principles Acquisitions and Consolidation Assets & Liabilities Revenue & Expenses Presentation & Disclosures Page 10 Differences related to Basic Principles Basic Differences… Fair Value Focus ► Shift from Historical cost basis to Fair Value ► IMPLICATION: Substantial portion of Assets and Liabilities stated at Fair Value ► ► ► ► Derivative Financial Instruments Tangible and intangibles acquired in business combinations Share based payment liabilities Loans and advances e.g. Interest free deposits Page 12 Basic Differences… Indian GAAP IFRS Presentation of Financials Largely governed by Schedule VI Governed by IAS 1 First Time Adoption No specific standard. Full retrospective application would be required IFRS 1 grants 4 mandatory exceptions and limited voluntary exemptions from full retrospective applications Disclosure re Impact on financials in respect of standards finalized but are mandatory in future dates. Not required Required Differentiation between Current and Non Current Assets / Liabilities Unstructured Requires separate classification on face of Financials Disclosures of critical Judgments, Key sources of estimation uncertainty that have risk of material adjustment in carrying amounts of assets and liabilities Not Required. Required in Detail Page 13 Basic Differences… Indian GAAP IFRS Information to understand Not Required entity’s objective, policies and processes for managing capital Required in Detail Change in accounting policy No detailed guidance. Effect of changes in accounting policy needs to be given in Income Statement. Retrospective effect to be given by adjusting opening retained earnings. Comparatives are restated. Prior Period definition Covers only income and expenses. Elaborate. Covers all items including balance sheet misclassifications. Prior Period adjustment To be included in the determination of net profit/ loss of current period with relevant disclosure Restatement required. Restatement of opening balances of assets, liabilities and equity Proposed dividend Provision mandated by statute. Provision prohibited Page 14 Acquisitions and Consolidation Business Combinations Indian GAAP IFRS Pronouncements No comprehensive standard. AS 14 deals with amalgamations where acquiree ceases to exist. AS 10 deals with acquisition of division. AS 21 with consolidation of subsidiary. IFRS 3 has comprehensive coverage. Pooling Method Permitted under AS 14 if certain conditions Prohibited are fulfilled Acquisition date The date of amalgamation as defined in the amalgamation/ acquisition scheme. The date on which the acquirer effectively obtains control of the acquiree. Valuation of Acquiree Generally book value, though fair value is allowed under AS 14 as an alternative in the case of purchase method and AS 10 Only fair value Valuation of Acquiree – Intangible Assets Generally not valued if not in the books of the acquiree Valued even if not in the books of the acquiree provided fair value can be measured reliably Page 16 Business Combinations Indian GAAP IFRS Valuation of Acquiree – Contingent liabilities Not valued Valued and recognised as actual liabilities if probable. Provisional allocations Not permitted except for contingent consideration under AS 14 Permitted over 12 months Goodwill Different treatment under different AS. AS 14 requires amortisation. AS 10 suggests but does not mandate amortisation. AS 21 is silent. Amortisation prohibited. Annual impairment test mandatory Negative goodwill Capital reserve P&L account Subsequent adjustment to Assets / liabilities No adjustment permitted 12 month window period allowed to get acquisition accounting right Reverse acquisition Not dealt with Accounted considering the legal acquiree is in substance the acquirer Page 17 Consolidated Financial Statements (CFS) Indian GAAP IFRS Preparation of CFS Not mandatory, except for listed entities as per SEBI rules Mandatory (Exceptions: Non- public entities, Intermediate company, unanimous consent of all owners including minority owners, ultimate holding presenting CFS under IFRS. Potential voting rights AS 21 is silent. Per ASI 18 potential voting rights not considered for determining significant influence in case of associate Potential voting rights currently exercisable should be considered control. However such rights at a future date are not considered control. Control - definition Ownership of more than Control is based on substance. one half of the voting power Control may exist even pursuant to or control of the composition agreement with other shareholders. of board of directors’ Page 18 Consolidated Financial Statements (CFS) Indian GAAP IFRS Uniform accounting policies Required but if impracticable, disclosure of items where different policies followed Mandatorily required Disclosure of Minority Interest Disclosed separately from liability and equity of parent shareholder Within equity but separate from parent shareholders’ equity Preparation of FS on the Required. If impracticable, the Required (no alternative) date of acquisition for FS of immediately preceding computing parent portion period can be used of equity in a subsidiary Goodwill determination Page 19 Based on carrying value Based on fair value due to IFRS 3 Consolidated Financial Statements (CFS) Indian GAAP IFRS SPE No guidance Consolidate if it satisfies SIC 12 criteria. ‘When the substance of the relationship between an entity and the SPE indicates that the SPE is controlled by that entity’ Deferred tax impact on elimination of unrealised profit from intra-group transactions. Not recognized – line by line totaling of parent and subsidiary deferred tax DT impact on such eliminations is recognized. Consolidation based on Non- coterminous period Maximum gap – 6 mths Maximum gap – 3 mths Page 20 Joint Ventures - Additional differences Methods for recognizing interest in joint venture Indian GAAP IFRS Only proportionate consolidation method Proportionate consolidation method or Equity method (Exposure draft-proposes to eliminate ‘proportionate consolidation’) 51% ownership plus joint To be accounted as control through subsidiary – full consolidation contractual agreement Page 21 To be accounted as JV Assets and Liabilities Related IAS 16 - Property, Plant and Equipment Indian GAAP IFRS Component approach Not mandatory, rarely followed Mandatory Recognition criteria for subsequent expenditure Increase in future benefits beyond its original standard of performance No requirement for decapitalization Replacement are capitalized and replaced part de-capitalized. Repairs, maintenance and overhauling Expense off Regular repairs are expensed off. Major repairs and overhaul expenditure is capitalized Deferral of payment beyond normal credit terms No specific guidance Difference between cash price equivalent and total payment to be recognized as interest over period of credit Page 23 IAS 16 - Property, Plant and Equipment Indian GAAP IFRS Depreciation Useful life or Schedule XIV rates whichever is higher Useful life Depreciation methods SLM and WDV Various – SLM, diminishing balances, units of production method Review of useful life and residual value No need for annual review. Can be reviewed periodically To be reviewed atleast annually Depreciation – change in method Change in policy (retrospective effect) Change in estimate (prospective effect) Provision for site restoration No guidance under AS 10 (However, covered in GN on Oil & Gas and AS 29) Mandatory Page 24 IAS 16 - Property, Plant and Equipment Indian GAAP IFRS Revaluation of assets If revaluation does not cover all assets, selection of asset to be revalued to be made on a systematic basis Option of either cost or revaluation method and to be applied to an entire class of PP&E Revaluation frequency No need to update regularly Need to update regularly Recoupment of depreciation from revaluation reserve To the extent of revalued portion, can be recouped Cannot be recouped, has to be charged to P&L account. Page 25 IAS 38 - Intangible Assets Indian GAAP IFRS Revaluation Not permitted Permitted for intangibles with active markets. Other aspects similar to PPE. Intangibles having indefinite life No such concept. All assets considered to have definite life. No amortisation; only annual impairment testing is required. Amortisation period 10 year rebuttable assumption No such presumption. In case of assets with definite life, amortization over useful life is required. Annual impairment testing (irrespective of indicators) Required for intangible asset not yet available for use; and intangible asset amortized over > 10 years Required for goodwill, intangible asset having indefinite useful life and assets not available for use. Page 26 Provisions, Contingent Liabilities and Contingent Assets Indian GAAP IFRS Measurement Best estimate. No detailed guidance. IAS 37 provides detailed guidance on measurement .It employs statistical notion of expected value in estimating settlement value of provision. Restructuring provision Provision based on legal obligation Provision based on constructive obligation Contingent asset Disclosure not permitted Disclosure required where inflow of economic benefit is probable. Discounting Prohibited Required where effect of time value of money is material discounting is required. Page 27 IAS 32 / 39 – Financial Instruments Financial Instruments – Primary Literature Indian GAAP IFRS AS 31 – Financial Instruments: Presentation AS 30 – Financial Instruments: Recognition & Measurement AS 13 – Accounting for Investments AS 11 – The Effects of Changes in Foreign Exchange Rates IAS 32 – Financial Instruments: Presentation IAS 39 – Financial Instruments: Recognition & Measurement IFRIC 9 – Reassessment of Embedded Derivatives AS 30 & AS 31 are not mandatory as on date and the differences discussed below are based on existing Indian Standards & generally accepted accounting practices. Once AS 30 & AS 31 becomes effective, there will be no material differences between IGAAP & IFRS Page 28 Financial Instruments Indian GAAP IFRS Initial recognition classification No guidance To be classified as a liability or equity Convertible instruments No guidance To be split into liability & equity components; each component recorded separately Classification of financial assets No such requirement Classified as FVPL, AFS, HTM and L&R. Valuation and De-recognition principals are different for all. Derivatives No exhaustive guidance all derivatives, except those used for hedge purposes, are measured at fair value and any gains/losses are recognized in profit or loss Page 29 Financial Instruments Indian GAAP IFRS Hedge accounting only AS 11 deals with forward exchange contracts for hedging foreign currency exposures 3 types of hedging relationship; fair value hedge, cash flow hedge & hedge of net investments in a foreign operation. Fulfillment of certain conditions to apply hedge accounting Inter Corporate Guarantees or Loans – given or taken No guidance Considered as equity contribution given / taken Page 30 IAS 32 / 39 – Financial Instruments Indian GAAP Financial Instruments & Equity AS-13 deals with investment in a limited manner. Foreign exchange hedging is covered by AS11. IFRS IAS 32 and 39 deal with financial instruments and entity’s own equity in detail including matters relating to hedging. Fair Valuation of Secured Loans ►Deferred payment credits Fair valuation of Loans & Advances ►Security deposits Fair valuation of Current Liabilities ►Trade deposits Page 31 IAS 32 / 39 – Financial Instruments Indian GAAP Classification No specific standard on financial instrument. Classification based on form rather than substance. Preference shares are treated as capital, even though in many case in substance it may be a liability Split Accounting No split accounting is done IFRS The Issuer of a financial instrument shall classify the instrument, or its component parts, on initial recognition as a financial liability, a financial asset or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability, a financial asset and an equity instrument. Compound financial instruments are subjected to split accounting whereby liability and equity component is recorded separately. Page 32 Revenue and expense related Revenue Recognition Indian GAAP IFRS Measurement Measured by charges made to customers, discounting not normally required for deferred inflow ( Reqd ..Installment sale) Measured at fair value, discounting required where inflow is deferred Service income AS 9 allows both, completed service contract method or proportionate completion method. IAS 18 requires percentage of completion method to be followed. Interest income Recognised at applicable rate. Effective interest method is followed. Barter Transactions Not much guidance. Revenue recorded on dissimilar exchange .Measurement at fair value of goods transferred out/in. Multiple Element Contracts No guidance. There is an EAC opinion which requires treatment similar to IFRS. The standard broadly requires that each element is fair valued and recognized when the underlying service is performed. Page 34 Employee Benefits Indian GAAP IFRS Actuarial Gains/losses All actuarial gains and losses are recognized immediately in P&L ►Actuarial Discount rate Government bonds High Quality Corporate bond or Government bond Termination benefit Exp. Provision based on legal obligation Provision made based on constructive obligation Termination benefit/VRS deferral Permitted upto April 1, 2010 as part of transitional provisions Not permitted Page 36 Gain / loss below 10% corridor need not be recognized ►Actuarial Gain / loss above 10% corridor can be deferred over remaining service period or on accelerated basis Share-based Payments Indian GAAP IFRS Scope ICAI GN deals with Employee IFRS 2 deals with all types of share-based payments. AS 10 share-based payments. deals with fixed assets acquired against securities. No guidance on other share – based payments. Measurement Fair value or Intrinsic value with fair value disclosures Fair value method only Group ESOP plans No specific guidance Entities whose employees are provided ESOP benefits are required to account for the charge in the Income Statement Page 37 Income Taxes Indian GAAP IFRS Approach Income statement or timing differences approach Balance sheet liability approach or the temporary differences approach. Temporary differences No deferred tax recognized for temporary differences which are not timing differences. Deferred tax recognised: ►Revaluation of fixed assets ►Business combinations Difference between fair value of assets recorded and the tax base. ►Consolidation adjustments, say, elimination of unrealised profits and undistributed profits of subsidiaries, associates, JVs Page 38 Income Taxes Indian GAAP IFRS Recognition of DTA in case of tax losses Recognised only if virtual certainty supported by convincing evidence for availability of future taxable profits Recognised if it is probable (reasonable certain) that future taxable profit will be available. Entity should also have convincing evidence in such a case. Fringe Benefit tax Disclosed as separate line item after PBT.. Included in related expense which gives rise to FBT Page 39 Leases Indian GAAP IFRS Lease of Land AS -19 – “Accounting for Leases” scopes out lease agreements to use lands Included In case of a combined lease, lease of land and buildings need to be considered separately. The land element is normally an operating lease unless title passes to the lessee at the end of the lease term. The buildings element is classified as an operating or finance lease by applying the classification criteria Whether an arrangement is a lease (e.g. PPA’s) Not leases Leases under IFRIC 4, based on - Substance of the arrangement - Whether the fulfillment is dependant on use of specific asset(s) - Whether it conveys a right to use the asset Page 40 Presentation and Disclosure related Presentation ► ► ► ► IAS 1 does not lay down any format of financial statements Minimum items to be presented on face and in notes are laid down Presentation of SOCIE as separate statement is required Presentation more governed by substance; rather than form ► ► ► ► Preference shares to be classified as liability vs. equity based on substance Classification of assets and liabilities as current or non-current based on time of recovery/ settlement Portion of long-term loans payable with in twelve months to be presented as current No items to be presented as extra-ordinary in the financial statements Page 42 Disclosures ► ► ► IFRS prescribes extensive disclosures as compared to Indian GAAP Additional disclosures are required throughout the financial statements Few examples of additional disclosures required which may require substantial additional work ► ► ► ► ► ► ► Critical judgements made by the management Key sources of estimation uncertainty Capital management policy and data Standards/ interpretations issued but not yet effective and their impact Determination of fair values and key assumptions used about the same Sensitivity analysis of fair values Various risks to which an entity is exposed, policies for management of such risks and quantitative date relating thereto Page 43 IFRS 1 First time adoption of IFRS First time adoption – Key steps ► ► ► ► ► Decide First IFRS Reporting period Decide on number of comparative period to be presented along with first IFRS financial statement Determine date of transition to IFRS Prepare Opening IFRS balance Sheet Prepare first IFRS financial statements Page 45 IFRS 1 – General Principle Step 1 Step 2 Recognise all assets and liabilities required to be recognised by IFRS De-recognise allwithassets and European liabilities not permitted by IFRS Page 46 Step 3 Classify Increased all items in accordance with IFRS Step 4 Measure allcomparatives assets and liabilities in accordance with IFRS Optional exemptions under IFRS 1 ► ► ► ► ► ► ► ► Business combinations Fair value or revaluation as deemed cost Employee benefits Cumulative translation differences Compound financial instruments Assets and liabilities of subsidiaries, associates and joint ventures Designation of previously recognised financial instruments Share based payment transactions Page 47 Optional exemptions under IFRS 1 ……Contd. ► ► ► ► ► Insurance contracts Decommissioning liabilities included in the cost of property, plant and equipment Leases Fair value measurement of financial assets or financial liabilities at initial recognition. A financial asset or an intangible asset accounted for in accordance with IFRIC 12 “Service Concession Arrangements” Page 48 Mandatory exemptions under IFRS ►Derecognition of financial assets and financial liabilities ►Hedge accounting ►Estimates ►Assets classified as held for sale and discontinued operations All the Accounting Standards needs to be applied retrospectively (Other than exclusions by Mandatory or Optional Exemptions) Page 49 Thank you!