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A Practical Guide To IFRS - Revenue Rec. - Engenering and Construction Industry Supplement
A Practical Guide To IFRS - Revenue Rec. - Engenering and Construction Industry Supplement
Once the new revenue recognition standard becomes effective, SOP 81-1, IAS 11 and all existing revenue recognition guidance under US GAAP and IFRS will be replaced. This includes the percentage-of-completion method and the related construction-cost accounting guidance as a stand-alone model. The following items common in the E&C industry may be significantly affected by the new revenue recognition standard. This practical guide, examples and the related assessments contained in the industry supplements are based on the Exposure Draft, Revenue from contracts with customers, which was issued on 24 June 2010. These proposals are subject to change at any time until a final standard is issued. For a more comprehensive description of the model, refer to PricewaterhouseCoopers' (PwC) Practical Guide to IFRS Revenue recognition (www.pwc.com/ifrs) or visit www.ifrs.org.
These situations and in particular, contract modifications such as change orders are commonplace in the E&C industry. The proposed standard applies only to contracts with customers when such contracts: have commercial substance; have been approved by the parties to the contract and such parties are committed to satisfying their respective obligations; have enforceable rights that can be identified regarding the goods or services to be transferred; and have terms and manners of payment that can be identified.
We do not expect current practice in the area of contract combinations and segmentation to be significantly affected by the proposed standard. Construction entities currently exercise significant judgement to determine when to include change orders and other contract modifications in contract revenue, and there is diversity in practice. We expect that the use of judgement will continue to be required and do not expect current practice (or existing diversity) in this area to be significantly affected by the proposed standard, including the accounting for unpriced change orders. Proposed standard Combining and segmenting contracts Two or more contracts should be combined and accounted for as one contract if their prices are interdependent. A contract should be segmented into more than one contract and accounted for separately if prices for goods and services within that contract are independent. Contracts with interdependent prices are typically: Entered into at or near the same time. Negotiated as a package with a single commercial objective. Performed either concurrently or continuously. Prices for goods and services within a contract are independent if: The entity (or another entity) sells an identical or similar good or service separately; and The customer does not receive a significant discount for buying a bundle of goods and services. Contract modifications (for example, change orders) Consistent with the contract combination and segmentation principle above, a contract modification is combined with the original contract, recognising the cumulative effect of the contract modification in the period in which the modification occurs, if the prices are interdependent. A contract modification is accounted for as a separate contract if it is priced independently of the original contract (consider the factors above). Current US GAAP Current IFRS
Combining and segmenting contracts is permitted provided certain criteria are met. However, it is not required if the underlying economics of the transaction are fairly reflected.
Combining and segmenting contracts is required when certain criteria are met.
A change order is generally included in contract revenue when it is probable that the change order will be approved by the customer and the amount of revenue can be reliably measured. US GAAP also includes detailed revenue and cost guidance on the accounting for unpriced change orders (or those in which the work to be performed is defined, but the price is not).
A change order (known as a variation) is generally included in contract revenue when it is probable that the change order will be approved by the customer and the amount of revenue can be reliably measured. There is no detailed guidance on the accounting for unpriced change orders.
The value of customer-furnished materials is included in contract revenue when the contractor has the associated risk for these materials.
There is no explicit guidance on the accounting for non-cash consideration in the construction contracts standard. Management would follow general principles on non-monetary exchanges, which generally require entities to use the fair value of goods or services received in measuring the amount to be included in contract revenue.
Proposed standard estimated; in which case, it is measured by reference to the selling price of the goods or services transferred. Claims Claims should be included in contract revenue, using a probabilityweighted approach, only when such revenue can be reasonably estimated.
Current US GAAP
Current IFRS
A claim is recorded as contract revenue (to the extent of contract costs incurred) only if it is probable and reliably estimable (determined based on specific criteria). Profits on claims are not recorded until they are realised.
A claim is included in contract revenue only if negotiations have reached an advanced stage such that it is probable the customer will accept the claim and the amount can be reliably measured.
Time value of money Contract revenue should reflect the time value of money whenever the effect is material. Management should use a discount rate that reflects a separate financing transaction between the entity and its customer and factors in credit risk.
Revenue is discounted in only limited situations, including receivables with payment terms greater than one year. When discounting is required, the interest component should be computed based on the stated rate of interest in the instrument, or a market rate of interest if the stated rate is considered unreasonable.
Revenue is discounted when the inflow of cash or cash equivalents is deferred. An imputed interest rate should be used to determine the amount of revenue to be recognised, as well as the separate interest income to be recorded over time.
Example 3 Claims
Facts: Assume the same fact pattern as Example 2, except that due to reasons outside of the contractor's control (for example, owner-caused delays), the cost of the contract far exceeds original estimates (but a profit is still expected). The contractor submits a claim against the owner to recover a portion of these costs. The claim process is in its early stages, but the contractor has a long history of successfully negotiating claims with owners. Discussion: Claims are highly susceptible to external factors (such as the judgement of third parties), and the possible outcomes are highly variable. The contractor may have experience in successfully negotiating claims, but it might be challenging to assert that such experience has predictive value in this fact pattern (because of the highly
uncertain variables that warrant consideration). The contractor might therefore conclude that such a claim, in the early stages, cannot be reasonably estimated. The claim is excluded from the transaction price until it can be reasonably estimated (this is likely to be closer to the date when the claim is expected to be resolved).
The basic presumption is that each contract is the profit centre for revenue recognition, cost accumulation and income measurement. That presumption may be overcome only if a contract or a series of contracts meets the conditions described above for combining or segmenting contracts. There is no further guidance for separately accounting for more than one deliverable in a construction contract.
The basic presumption is that each contract is the profit centre for revenue recognition, cost accumulation and income measurement. That presumption is overcome when a contract or a series of contracts meets the conditions described for combining or segmenting contracts. There is no further guidance around separately accounting for more than one deliverable in a construction contract.
transferred at different times and are distinct, as the contractor has a history of selling similar design services separate from the build. The build aspect of the contract, however, may require further separation. In making this determination, the contractor may have to assess whether the clearing, excavation, grading and paving activities (or activities at an even lower level than these) are sold (or could be sold) by the contractor or others, such as subcontractors. For example, identical or similar activities that are sold separately by subcontractors may be considered distinct and require separation. Construction contracts to deliver a good often also include a significant construction management service. Assessing whether such management services are distinct from other aspects of the contract (that is, the design service and construction of the good) will require significant judgement.
Discussion: In allocating the contract consideration (including both the fixed and variable amounts), a contractor must first assign a selling price to both the road and the bridge. The contractor typically constructs both roads and bridges of a similar type and nature to those required by the contract, on a stand-alone basis. The stand-alone selling price to build this road, based on prior experience, is C140 million. The stand-alone selling price to build this bridge, based on prior experience, is C30 million. There is therefore an inherent discount of C20 million built into the bundled contract. Using a relative allocation model, the C150 million transaction price is allocated as follows: Road Bridge C124m (C150m * (C140m / C170m)) C26m (C150m * (C 30m / C170m))
Example 7 Allocating contract revenue to more than one performance obligation changes in the transaction price
Facts: After contract inception, the amount of variable consideration changes from an expected C10 million to an expected C12 million. Performance obligations are not remeasured after contract inception, so the additional C2 million would be allocated to the road and bridge using the initially developed allocation percentages, as follows: Road Bridge C1.6m (C2m * (C140m / C170m)) C 0.4m (C2m * (C30m / C170m))
Discussion: Such changes are recognised using a cumulative catch-up approach. For example, if the road was completed before the change in estimated variable consideration, the full amount of C1.6m would be recognised as revenue when the estimate was revised.
Recognising revenue
Revenue recognition under existing guidance is based on the activities of the contractor that is, provided reasonable estimates are available, revenue can be recognised as the contractor performs (known as the percentage-ofcompletion method). The boards have proposed that revenue is recognised upon the satisfaction of a contractor's performance obligations, which occurs when control of an asset (good or service) transfers to the customer. Control can transfer either at a point in time or continuously over the contract period. The change to a control transfer model will require careful assessment of when a contractor can recognise revenue. We expect that many construction-type contracts will transfer control of a good or service continuously to the owner over the contract term and might therefore produce similar results compared to today. This should not, however, be assumed. Contractors will not be able to default to the method used today. Cost-to-cost may be used today for example, to measure revenue under an activities based recognition model. It might not be appropriate for the extent to which control has transferred under a continuous transfer model. Proposed standard Recognising revenue Revenue is recognised on the satisfaction of performance obligations, which occurs when control of the good or service transfers to the customer. Control can transfer at a point in time or, perhaps most important for the E&C industry, continuously over the contract period. Factors to consider in assessing control transfer include, but are not limited to: The customer has an unconditional obligation to pay. The customer has legal title. The customer has physical possession. The customer specifies the design or function of the good or Current US GAAP Revenue is recognised using the percentage-of-completion method when reliable estimates are available. In circumstances in which reliable estimates cannot be made, but there is an assurance that no loss will be incurred on a contract (for example, when the scope of the contract is illdefined but the contractor is protected from an overall loss), the percentage-of-completion method based on a zero-profit margin is used until more precise estimates can be made. Where reliable estimates cannot be Current IFRS Revenue is recognised using the percentage-of-completion method when reliable estimates are available. In circumstances in which reliable estimates cannot be made, but there is an assurance that no loss will be incurred on a contract (for example, when the scope of the contract is illdefined but the contractor is protected from an overall loss), the percentage-of-completion method based on a zero-profit margin is used until more precise estimates can be made. The completed-contract method is
Proposed standard service. This list is not intended to be a checklist or all-inclusive. The ability to borrow against the asset, for example, may be another control transfer factor to consider. No one factor is determinative on a standalone basis. Measuring continuous transfer of control For contracts where control transfers continuously, a contractor can use either an input method (for example, cost-to-cost, labour hours, labour cost, machine hours, material quantities), an output method (for example, physical progress, units produced, units delivered, contract milestones) or the passage of time to measure the extent to which control has transferred. The method that best depicts the transfer of goods or services to the customer should be applied consistently throughout the contract and to similar contracts with customers. Once the metric to measure the extent to which control has transferred, it should be applied against contract revenue to determine the amount of revenue to be recognised. This is currently referred to as the revenue method. The use of the gross profit method is prohibited. Estimates used to measure the extent to which control has transferred (for example, estimated cost to complete when using a costto-cost calculation) should be continually evaluated and adjusted using a cumulative catch-up method.
Current IFRS
A contractor can use either an input method (for example, cost-to-cost, labour hours, labour cost, machine hours, material quantities), an output method (for example, physical progress, units produced, units delivered, contract milestones), or the passage of time to measure progress towards completion. Once a percentage-complete is derived, there are two different approaches for determining revenue, cost of revenue and gross profit: the revenue method and the gross profit method.
A contractor can use either an input method (for example, cost-to-cost, labour hours, labour cost, machine hours, material quantities), an output method (for example, physical progress, units produced, units delivered, contract milestones) or the passage of time to measure progress towards completion. Once a percentage-complete is derived, IFRS requires the use of the revenue method. The gross profit method is prohibited.
Physical possession and title do not pass until completion of the contract. How would a contractor recognise revenue in this example (assume only for these examples that there is one performance obligation that of building the refinery)? Discussion: The preponderance of evidence suggests control of the oil refinery is being transferred continuously over the contract term. In such cases, the contractor will have to select either an input or output method (or less likely, passage of time) to measure the extent to which control has transferred.
The contractor has concluded that cost-to-cost is a reasonable proxy for measuring the extent to which control has transferred. How much revenue and cost does the contractor recognise at the end of year one? Discussion: In determining the amount of revenue to be recognised under a cost-to-cost model, the contractor would have to exclude any costs that do not depict the transfer of goods or services; in this case, the costs associated with contractor caused inefficiencies. The amount of contract revenue and cost recognised at the end of year one is: Revenue Contract cost Gross contract margin Contract inefficiencies Net contract margin C150m (C300m * (C100m / C200m) C100m C 50m C 20m C 30m
Contract costs
Existing construction literature contains a substantial amount of cost capitalisation guidance, both related to precontract costs and costs to fulfil a contract. The proposed model includes contract cost guidance, but we expect a significant change from today's practice, in particular around the accounting for pre-contract costs.
Proposed standard Contract costs All costs of obtaining a contract, costs relating to satisfied performance obligations and costs relating to inefficiencies (that is, abnormal costs of materials, labour or other costs to fulfil) should be expensed as incurred. Other direct costs incurred in fulfilling a contract are expensed as incurred unless they are within the scope of other standards (for example, inventory, intangibles, fixed assets) in which case the entity should account for such costs in accordance with those standards. If the costs are not within the scope of other standards, the entity should recognise an asset only if the costs relate directly to a contract, relate to future performance and are probable of recovery under a contract. These costs would then be amortised as control of the goods or services to which the asset relates is transferred to the customer.
Current US GAAP There is a significant amount of detailed guidance relating to the accounting for contract costs. This is particularly true with respect to accounting for pre-contract costs. Pre-contract costs that are incurred for a specific anticipated contract generally may be deferred only if their recoverability from that contract is probable. Other detailed guidance is also prescribed in the standard and should be appropriately considered.
Current IFRS There is a significant amount of detailed guidance relating to the accounting for contract costs. Costs that relate directly to a contract and are incurred in securing the contract are included as part of contract costs if they can be separately identified and measured reliably and it is probable that the contract will be obtained. Other detailed guidance is also prescribed in the standard and should be appropriately considered.
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