AFA CH 2
AFA CH 2
Chapter Two
Share-based Compensation
Share-based Compensation
Overview of Share-based Payments
1.
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What is Share-based Payment (compensation) ?
Generally, SBP is
• a transaction in which the entity receives goods or
services as consideration for its equity instruments or
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Reasons for granting share-based payments
1. Principal-agent theory: To align the interests of principal and agent,
- helps to mitigate the conflict of interest
2. Reward for past services: SBP are also granted for past services
– e.g. to acknowledge good services of an employee by giving them a
participation in the entity (e.g. free or discounted shares).
3. Other reasons: to receive goods or services without affecting the entity’s
liquidity.
- This form of remuneration is often found in high-growth industries
e.g. the hi-tech area. It is also used to preserve cash.
Share-based payment transactions include:
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Terminologies related to SBP
Grant date is the date at which the entity and the supplier agree to the SBP
arrangement.
- It is the date at which employees agree, shareholders approve,
agreement is signed or approval recorded in a company minute.
Vesting period is the period during which all the specified vesting
conditions are to be satisfied.
It is the period during which commitment is required to enable
exercise.
Terminologies related to SBP
Vesting condition
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Market conditions
The share price needs to increase by at least a specified
percentage over a specified period of time.
The share price needs to meet a target on at least one day in a
specified period.
The share price needs to meet a target for at least five
consecutive days in a specified period.
The share price needs to increase by more than a share index
over a specified period.
The total shareholder return (change in share price plus
dividends) needs to meet a specified percentage increase over a
specified period.
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Non-Market conditions
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Non-Vesting conditions
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Terminologies related to SBP
Fair Value :
• The amount for which an asset could be
exchanged,
• a liability settled, or
• an equity instrument granted could be exchanged,
• between knowledgeable, willing parties in an
arm’s length transaction.
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Terminologies related to SBP
Intrinsic value
• The difference between the fair value of the shares to which the
counterparty has the (conditional or unconditional) right to subscribe or
which it has the right to receive, and the price (if any) the counterparty is
(or will be) required to pay for those shares.
For example, a share option with an exercise price of Rs. 15, on a share with
a fair value of Rs. 20, has an intrinsic value of Rs. 5.
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Terminologies related to SBP
Equity instrument
• A contract that evidences a residual interest in the assets of an
entity after deducting all of its liabilities.
Equity instrument granted
• The right (conditional/unconditional) to an equity instrument of the
entity conferred by the entity on another party, under a share-based
payment arrangement.
Share appreciation rights
• an award which provides the holder with the ability to profit from
the appreciation in value of a set number of shares of company stock
over a set period of time.
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Measurement Date
The date at which the fair value of the equity instruments granted is
measured for the purposes of accounting.
Equity- Share-based
Cash-settled payments
settled
share-based
share-based payments with cash
payments alternatives
Liability 22
1. Equity-settled share-based payment transactions
the entity shall measure the goods or services received, and the
corresponding increase in equity, directly, at the fair value of the
goods or services received, unless that fair value cannot be estimated
reliably.
If the entity cannot estimate reliably the fair value of the goods or
services received, the entity shall measure their value, and the
corresponding increase in equity, indirectly, by reference to the fair
value of the equity instruments granted.
Example 1: Provision of goods by a supplier in
exchange for equity instruments
On 1 July 2011, Supplier X provides Reporting Entity Ltd with some
inventory, which has a fair value of $140 000. In exchange for the
inventory, Reporting Entity Ltd provides Supplier X with 10,000
shares in Reporting Entity Ltd
Example 1: Provision of goods by a supplier in
exchange for equity instruments
Solution
As it is considered that the fair value of the inventory can be determined
‘reliably’, this is deemed to be the value of the shares being issued.
The accounting entry would be:
The fair value for the type of legal services provided by L is available:
according to L’s list of billing rates, generally applicable to all clients,
the price for such a service is 400 per hour in Year 1 and Year 2. In
Year 3, L increases its price to 450 per hour.
Non-vesting conditions
Solution
The market based condition i.e. the increase in the share price can be
ignored for the purpose of the calculation. However, the employment
condition must be taken into account. The options will be treated as
follows:
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Equity-settled share-based payments with non-employees
Measured at the date the goods or services are obtained
As opposed to grant date – in case of employees
Means “daily” if services are rendered
Simplification method: “regular intervals”
Expense immediately (means no vesting conditions) unless
Goods or services qualify for capitalisation as asset (e.g.
inventory); or
Vesting conditions exist
Expense when services are rendered over the vesting
period
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2. Cash-settled share-based payment transactions
A share-based payment transaction in which the entity acquires goods or
services by incurring a liability to transfer cash or other assets to the
supplier of those goods or services for amounts that are based on the
price (or value) of the entity’s shares or other equity instruments of the
entity.
2. Cash-settled share-based payment transactions
The expense is the cash paid by the company.
• Goods and services acquired and liability incurred should be
measured at the FV of the liability.
• Until the liability is settled, the entity should re-measure the
fair value of the liability at each reporting date and at the date
of settlement, with any changes in fair value recognised.
• The services received, and the liability incurred, should be
recognised as the services are rendered.
Example 1
Red plc. granted 300 share appreciation rights to each of its 500 employees on
Aug,1, 2012. Management believe that as at July, 31, 2013, Red plc’s year end,
80% of the awards will vest on July, 31 2014. The fair value of each share
appreciation right on July, 31, 2013 is €15.
Requirement.
What is the fair value of the liability to be recorded in the financial statements for
the year ended July, 31, 2013?
Solution
300 rights x 500 employees x 80% x €15 x 1year/2year = €900,000.
Example 2:
• On 1 July 2012 Coogee Ltd provides its managing director with a share-based
incentive according to which she is offered a bonus that is calculated as 200,
000 times the increase in the fair value of the entity’s share price above $2.50.
When the bonus was offered the share price was $2.25.
• If the managing director does not leave the organisation the accrued
entitlement will be paid after three years. However, if she leaves the
organisation the accrued entitlement will be paid out upon departure—that is,
the benefit will not be forfeited.
Example 2:continued
Other information
• The share price at 30 June 2013 is $3.00, at 30 June 2014 is $2.90, at 30 June
2015 is $4.10 and the managing director stays for three years and is paid the
bonus on 1 July 2015.
REQUIRED
Prepare the journal entries that would appear in the accounting records of
Coogee Ltd to account for the issue of the share appreciation rights.
Solution
Year end Calculation Remuneration expense for period
30 June 2013 200, 000 × ($3.00 – $2.50) $100 000
30 June 2014 200, 000 × ($2.90 – $2.50) – $100 000 ($20 000)
30 June 2015 200, 000 × ($4.10 – $2.50) – $80 000 $240 000
• Such measurement starts with debt component (i.e. cash alternative), then
the fair value of the equity component is measured taking into account that
the counterparty will not receive cash in order to receive the equity
instrument.
• On settlement, the liability needs to be remeasured so that it equals the
payment amount.
• Employees have also a right to receive cash instead of shares (so called
‘phantom shares’), the payment will be based on the market price of these
shares as at 31 Dec 20X3 and payment will be made immediately. However,
the cash alternative will be based on 80 shares only.
Example …..cont’d
Moreover, at the grant date:
it is estimated that 90% out of 200 employees will meet the service condition
fair value of phantom shares granted is $30 (cash alternative)
fair value of shares granted is $28 (share alternative)
• The measurement of such a share-based payment arrangement starts with debt component (i.e. cash
alternative), then the fair value of the equity component is measured taking into account that the
counterparty will not receive cash in order to receive the equity instrument.
• The liability component as of the grant date amounts to $432,000 (200*80*30*90%), whereas the
equity component amounts to $72,000 ((200*100*28*90%) - 432,000).
Solution……….. Year 20X1
Entity A starts recognizing the expense relating to both components over
the vesting period. Entries for year 20X1 are as follows:
24,000 = 72,000/3yrs
163,200 = 200*80*32*90%*2/3yrs - 144,000
Year 20X3
• 85% of employees (170) remained in the workforce as at 31 December 20X3. 120
employees chose the share alternative and 50 employees chose the cash
alternative. The market price of shares increased further so that the fair value of
the cash alternative is now $35.
• First, Entity A recognizes expense for year 3 taking into account the actual number
of employees that fulfilled service conditions and the final market price of shares
(the latter impacts liability component only). This is recognized for year 20X3 as
follows:
Employee benefits expense…188,800
Equity…………..20,000
Liability…………. 168,800
Liability…..175,000
Cash………175,000
(Liability=175,000 = 50*35*100)
• Issuance of shares to 120 employees who chose share alternative transfers the
remaining liability balance to equity:
Liability …..301,000
Equity …………301,000
• But if the entity, on settlement, chooses the alternative that has a higher fair
value at the settlement date, the difference between settlement date fair
values is recognized as an additional expense.
Share-based Payment Disclosures
IFRS 2 requires extensive disclosure requirements under three main headings:
1. Information that enables users of financial statements to understand the nature and
extent of the share based payment transactions that existed during the period.
2. Information that allows users to understand how the FV of the goods or services
received or the FV of the equity instruments which have been granted during the period
was determined.
Thank you !!