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by Shn Kennedy
Executive Summary
In 2005 the International Accounting Standards Board (IASB) introduced International Financial
Reporting Standard, IFRS 2, Share-based Payment, to address the issue of accounting for
remuneration paid to employees in the form of equity, derivatives of equity, or cash linked to the price
of equity.
Most awards are made as shares or share options, and are known as equity-settled share-based
payments.
Valuation and accounting issues affect how such awards are reflected in a companys financial
statements.
A valuation exercise is required in respect of the fair value of the awards at the date they were granted.
An accounting exercise is required in respect of the extent to which the grant-date fair value is charged
to the companys profit and loss account.
These valuation and accounting exercises take full account of any conditions attaching to the earning
of the award by the employee.
Introduction
Share-based payments are often made to employees for the purpose of incentivizing them to remain
with a company or to improve their standard of performance and, thus, may be granted subject to certain
conditions. IFRS 2, Share-based Payment, analyzes in detail the types of condition that might be applied and
how they impact the accounting treatment.
The standard requires that equity-settled share-based payment awards are accounted for using the modified
grant-date approach. This requires the measurement of the fair value of the award at the grant date,
adjusted to reflect certain types of conditions, known as market conditions and nonvesting conditions. The
extent to which this adjusted, i.e. modified, fair value is charged to the profit and loss account is determined
according to the extent to which other conditions, known as vesting conditions that are not market conditions,
apply and are satisfied. No charge is made on a cumulative basis over the vesting period if such other
conditions apply but are not satisfied.
The following steps are involved in application of the modified grant-date approach:
1.
2.
3.
Identify whether there are conditions attaching to the award and determine which of the following three
categories they fall into:
market (vesting) conditions;
nonmarket (vesting) conditions;
nonvesting conditions.
Determine the grant-date fair value of the award, modified if necessary to reflect any market or
nonvesting conditions identified.
At the end of each reporting period, true up the modified grant-date fair value in respect of the extent
to which vesting conditions that are not market conditions, i.e. nonmarket vesting conditions, are
expected to be achieved.
When the standard was first introduced, there was concern that it could result in substantial charges to
the profit and loss account. Ultimately, however, charges have on average not been as large as originally
1
expected. Accountants PricewaterhouseCoopers are quoted as saying in respect of FTSE 350 companies:
At the median the expense charge represents approximately 2 per cent of profit before tax and before IFRS
2 charge.
The charge varies according to the extent to which entities use share-based payments to incentivize
staff, and there is therefore some concentration of charges in particular industries. Accountants
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If the award comprises unlisted shares, a valuation technique will need to be applied to value the unlisted
shares at the grant dateagain an adjustment will be required in respect of any anticipated dividends during
the vesting period.
If share options rather than shares are the subject of the award, an option pricing model will be required
to determine their fair value at grant date. IFRS 2 refers to the Black and Scholes model and the binomial
model. Although these models are both based on the same underlying share price theory, the Black and
Scholes model is formulaic, whereas the binomial model assumes that share prices follow a series of small
steps. In practice, the Black and Scholes model tends to be easier to apply but is less flexible than the
binomial model.
The inputs to each model are the same and comprise the following:
The most difficult of these inputs to estimate is the expected volatility, which is a measure of the extent to
which the companys share price is expected to go up or down in successive periods.
When the IASB first made clear that option pricing would be necessary in financial statements, there was
3
considerable comment that this could cause difficulties. The Financial Times noted in an article in 2005:
The details of IFRS require companies to use complex mathematical models to calculate the fair value of
options.
Case Study
Example of Service Period Conditions and Truing-Up of Profit and Loss Account Charges
Suppose that an entity with a December 31 year-end granted one share option to each of 150 staff on
January 1, 2006, that the options had a grant-date fair value of $3, and that there was a three-year service
period condition with no other vesting or nonvesting conditions.
At December 31, 2006, company management expected that two-thirds of the staff would still be employed
by them on the vesting date of December 31, 2008, and, hence, that the award would vest for 100 of their
staff. Thus, the expected cumulative charge in the profit and loss account over the three-year period would
be 100 $3 = $300.
This $300 would be spread over the three years and, hence, a charge of $100 would be made in the profit
and loss account for the year to December 31, 2006.
At the following year-end, December 31, 2007, company management expected that 80% of the original
150 staff would still be employed on December 31, 2008, and hence that the award would vest for 120 staff.
Thus, the expected cumulative charge over the three-year period would be trued up to 120 $3 = $360.
This expected cumulative charge of $360 would be spread over the three years and, hence, the cumulative
charge after two years would be $240. As $100 was charged to the profit and loss account in the year to
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December 2006, the balance of $140 would need to be charged to the profit and loss account in the year to
December 2007.
Finally, at December 31, 2008, management found that exactly 100 of the original 150 staff were still
employed. Hence, the award would have vested for 100 staff. Thus, the required cumulative charge for three
years would have finally trued up to $300. However, $240 had been charged cumulatively in 2006 and 2007
and, hence, the remaining balance of $60 would have to be charged to the profit and loss account in 2008.
Making It Happen
There are really two stages to reporting under IFRS 2.
1.
2.
The first step is the more complex and may require use of an option pricing model for share options or a
valuation technique for unlisted shares. The second step is less complex but may require some clear thinking
and a carefully constructed Excel spreadsheet, especially if there are significant numbers of staff involved or
the actual and expected achievement of nonmarket vesting conditions to reflect.
Conclusion
Although initially many preparers of accounts were concerned about the implications of the introduction of
IFRS 2, most companies have now adjusted to the standard. Some companies have in-house staff able to
perform the complex option pricing calculations, while others use external valuation consultants.
More Info
Websites:
Various option-pricing calculators are available online that use the Black and Scholes or binomial models.
Websites that provide these include:
There are many valuation advisers that will run any of these models, including valuation advisers from the
Big Four accountants, smaller firms of accountants, and valuation consultants or actuaries.
Notes
1 Company profits hit by IFRS 2 rules. Financial Times (September 18, 2006).
2 Ibid.
3 IT companies fear effect of IFRS stock option rules. Financial Times (August 11, 2005).
See Also
Best Practice
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Effective Financial Reporting and Auditing: Importance and Limitations
The Rationale of International Financial Reporting Standards and Their Acceptance by Major Countries
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