fair value measuremrnts ind as 113
TRANSCRIPT
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FAIR VALUE MEASUREMRNTSIND AS 113
Karun NagpalCA, DISA (ICAI), Registered Valuer S&FA, Insolvency professional (IBBI)
US - FAS 157 & ASC 820Rest of World - IFRS 13
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CONTENTS
FV definition as per Ind AS, Scope of Ind AS,
Exclusions
Fair Value
Measuring Fair Value, Valuation Premise, Fair
Value Hierarchy
Fair Value Measurement
Three Valuation approaches – Market, Income and
Cost approaches, Valuation adjustments
Valuation Approaches
Fair Value reporting disclosures, Covid Impact on
Fair Value reporting
Disclosures
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About me
With over 12 years of experience in financial accounting,
global consolidation, financial reporting, statutory &
regulatory compliances for big multinationals companies
like Infosys, General Electric and HSBC Bank USA, Karun
has started practicing as a chartered accountant. Over the
years he has gained enormous international exposure and
is currently serving some of the national and international
clients for their local compliances.
CA Karun Nagpal
Beside Registered Valuer, Karun is also a
Insolvency Professional and is a Partner at
Synergy Insolvency Professionals LLP an
IPE registered with IBBI vide registration
number IBBI/IPE/0104.
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Fair Value Measurement (IND AS 113)
Standard defines fair value
Establishes a framework for
measuring fair value
Requires disclosures about fair
value measurements
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Ind AS 113 defines FV as
The price that would be received to sell anasset or paid to transfer a liability (exitprice notion) in an orderly transactionbetween market participants at themeasurement date.
FAIR VALUE
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FAIR VALUE
Fair value is market based measurement, not an entityspecific.
An entity shall measure the fair value of an asset or aliability using the assumptions that market participantswould use when pricing the asset or liability, assumingthat market participants act in their economic bestinterest.
Measured using the assumptions that market participants would use when pricing the asset or liability, including riskassumptions.
Entity intention to hold an assets or to settle or otherwise fulfill a liability is NOT relevant when measuring fair value.
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Excluded from it scope items in following standard even though they are measured at fair value:• Ind AS 102 ( Share-based Payments )• Ind AS 17 ( Leases )• Ind AS 2 ( Inventories )• Ind AS 36 ( Impairment of Assets )
Disclosures in Ind AS 113 not apply for:• Disclosure of plan Assets measured at fair value - Employee
Benefits (Ind AS 19)• Assets for which recoverable amount is fair value less costs of
disposal (Ind AS 36)
Exclusions
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What is orderly transaction ?
• Inadequate exposure to market to allow usual and customary marketing activities
• Asset/liability marketed to single marketparticipant
• Seller is in insolvency or bankruptcy• Transaction price is outlier
“A transaction that assumes exposure to the market for a period before the measurementdate to allow for marketing activities that are usual and customary for transactionsinvolving such as assets or liabilities; it is not a forced transaction (e.g. a forcedliquidation or distress sale)”
When a transaction is not orderly ?
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When measuring fair value an entity shalltake into account the characteristics ofthe asset or liability, for example,
a) the condition and location of the asset
b) restrictions, if any, on the sale or use ofthe asset.
A fair value measurement assumes that the transaction takes place either:
a) in the principal market
b) in the absence of a principal market, in the most advantageous market
Measuring Fair Value
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Markets for Fair Value Measurement
Stock X Market A Market B
Price (₹) 20 22
Average trade/day 2,00,000 50,000
Stock Y Market A Market B
Price (₹) 31 30
Average trade/day 1,00,000 1,00,000
Transaction Cost (₹) 3 1
Transportation Cost (₹) 5 5
Net price 23 24
Principal market - The market with the greatest volume and level of activity for the assetor liability
Here, “Market A” would be thePrincipal market for Stock X
Most advantageous market - The market that maximizes the amount that would bereceived to sell the asset or minimizes the amount that would be paid to transfer theliability, after taking into account transaction costs and transport costs
Here “Market B” would be the most
advantageous market for Stock Y
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Measuring Fair Value
The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability shall not be adjusted for transaction costs.
The price shall be adjusted for transportation costs, if any, that would be incurred to transport the asset from its current location to that market.
In this example,Most advantageous market
will be Market B
FV will be ₹ 25
Stock Y Market A Market B
Price (₹) 31 30
Average trade/day 1,00,000 1,00,000
Transaction Cost (₹) 3 1
Transportation Cost (₹) 5 5
Net Price (for determining most
advantageous
market)
=23
(31-3-5)
=24
(30-1-5)
Fair Value for financial reporting =26
(31-5)=25
(30-5)
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Fair Value at
Initial RecognitionThe fair value at initial
recognition equals the
transaction price (an entry
price).
When an asset is acquired or a
liability is assumed in an
exchange, transaction price is the
price paid to acquire the asset or
received to assume the liability
(an entry price).
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The transaction price might not represent the fair value if:
Category 1
Transaction is between related parties
Category 3
The unit of account representedby the transaction price isdifferent from the unit ofaccount for the asset or liabilitymeasured at fair value. eg.,business combination.
Category 2
Transaction takes place
under duress or seller is
forced to enter into
transaction.
Category 4
The market in which thetransaction takes place isdifferent from the principalmarket (or mostadvantageous market).
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Valuation Premise
✓ Highest and best use
✓ Going concern value
✓ As-is-where-is basis
✓ Orderly Liquidation
✓ Forced transaction
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A fair value measurement of a non-financial asset takes intoaccount a market participant's ability to generate economicbenefits by using the asset in its highest and best use or byselling it to another market participant that would use the assetin its highest and best use.
The highest and best use of a non-financial asset takes intoaccount the use of the asset that is –
• Physically Possible
• Legally Permissible
• Financially feasible
For recurring and nonrecurring fair value measurements, if the highest andbest use of a nonfinancial asset differs from its current use, a reporting entityshall disclose that fact and why the non-financial asset is being used in amanner that differs from its highest and best use.
Highest and best use
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Hie
rarc
hyFair value hierarchy
Level 1: Quoted prices
Level 2: Observable Prices
Level 3: UnObservable Prices
Ind AS 113 establishes a fair valuehierarchy that categorizes into threelevels, Level 1, 2 & 3.
The fair value hierarchy gives the highestpriority to observable Level 1 inputs and thelowest priority to unobservable inputs Level3 inputs.
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LEVEL 3
UNOBSERVABLE INPUTS
LEVEL 1 & 2
OBSERVABLE INPUTS
Hie
rarc
hyFair value hierarchy
Observable inputs - that are developed using market data, suchas publicly available information about actual events ortransactions, and that reflect the assumptions that marketparticipants would use when pricing the asset or liability.
Unobservable inputs - for which market data are not available and that aredeveloped using the best information available about the assumptions thatmarket participants would use when pricing the asset or liability.
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Hie
rarc
hy
02 0301
Inputs used to measureFV are Observable.
Quoted prices in active markets for identical assets or liabilities
(Unadjusted)
Inputs used to measure FV areObservable.
Quoted prices in active markets for Similar assets or liabilities
(adjustment permitted)
Quoted prices in markets that are not active
Indirectly observable inputs eg., Yield curve, Impliedvolatility, Credit spreads
Inputs used to measure FV are Unobservable.
Using the best information available
including the entity's own data and assumptions
Eg., DCF, Income capitalization
LEVEL LEVEL LEVEL
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❑ RBI/FEMA
❑ Income Tax
❑ SEBI
❑ Companies Act
❑ Insolvency &
Bankruptcy
❑ Sale/Purchase of
business
❑ Merger/Demerger
❑ Fund raising
❑ Purchase price
allocation
❑ Portfolio valuation
❑ FairValue
reporting
❑ Impairment
testing
❑ ESOP Valuation
❑ Litigation
❑ Family
settlement
Valuation Requirement
RegulatoryBusiness
RestructuringFinancial Reporting
Others
19
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Valuation Approaches
Market
Approach
Income
Approach
Cost
Approach
Valuation approach thatquantifies the NPV of futurebenefits associated withownership of the asset. The
estimated future benefits
are discounted or
capitalized at a rate
appropriate for the risks
associated with those
future benefits.
Valuation approach thatuses prices and otherrelevant informationgenerated by markettransactions involvingidentical or comparable(i.e., similar) assets orliabilities.
Valuation approach that
reflects the amount that
would be required
currently to replace or
reproduce the service
capacity of an asset
(often referred to as
current replacement
cost reproduction cost).
A valuation approach is the methodology used to determine the fair value of an asset or liability or a business. Valuation techniques used
shall maximize the use of observable inputs and minimize the use of unobservable inputs. The most common valuation approaches are
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Market approach – uses prices and other relevant information
generated by market transactions involving identical or comparable (similar)
assets, liabilities, or a group of assets and liabilities (e.g. a business
segment)
Evaluates the value on the basis of prices quoted on stock exchange
Where the asset has fewer market comparable or not traded in the active
market, valuer may consider using other valuation approaches.
Market Price Method - traded price over a reasonable period in the active
market. Weighted average or volume weighted average may be
considered to reduce the impact of volatility.
Guideline Companies Method/Comparable Companies Multiple (CCM)
Method - Valuing an asset based on market multiples derived from prices of
market comparable traded on active market, eg. Listed peers
Comparable Transaction Multiple - involves valuing an asset based on
transaction multiples derived from the transactions in the past. Transaction
multiple are computed based on comparable transactions or financial
metrics for eg., EBITDA multiple, PE multiple for market comparable.
Market
approach
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Income approach – Converts future amounts (cash flows or
income and expenses) to a single current (discounted) amount, reflecting
current market expectations about those future amounts.
Discounted cash flow (DCF) is a valuation method used to estimate the
value of an asset based on its future expected cash flows using a
discount rate.
Income Capitalization - economic benefits for a representative single
period are converted through value through division by a capitalization
rate.
Intangible asset valuation methods
▪ Relief from royalty - based on hypothetical royalty calculated as a %
of revenue
▪ With and without method - used to value non compete agreements
▪ Multi period excess earning (MEEM) - used for valuation of primary
intangibles
▪ Distributor method - used for customer related intangibles
Derivatives valuation methods
• Binomial model – Discrete-time model for pricing of option
• Black Scholes model - used to determine the fair value of option
Income
approach
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Discounted cash flow (DCF)The discounted cash flow (DCF) projects future earnings and discounts them by an annual
rate to derive a present value.
CF CF CF
In this equation, CF = Cash Flow in that period; n = Period Number; r = Discount Rate
(1+r)1 (1+r)2 (1+r)nDCF = ..…..++ +
Cash flow used for Projections are
• Free cash flow to firm (FCFF) – cash flow available to all equity shareholders, preference
shareholders and lenders.
• Free cash flow to equity (FCFE) – Cash flow available to equity shareholders after interest and
dividend.
Discount rate – return expected by a market participant, shall time value of money and the risk
inherent in the asset or business. Discount rate commonly used- cost of equity, Weighted average
cost of capital, Internal rate of return.
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Terminal Value
Terminal Value – Terminal Value represents the present value at the end of explicit forecast period of all
subsequent cash flows to the end of the life of an asset or into perpetuity if the asset has an indefinite life.
Gordon (Constant) Growth Model – Computed by dividing perpetuity maintainable cash flows with the discount rate as reduced by the growth rate.
Variable Growth model – this method assumes that the asset grows or decline at a variable rate beyond explicit forecast period.
Exit multiple – involves application of market evidence based capitalization factor. Eg., EV/EBITDA, EV/Sales etc to the perpetuity income.
Salvage or Liquidation value – salvage or realizable value less cost to sell
Last year free
cash flowTerminal Value = +1 + Growth rate (terminal)
WACC – Growth rate
(terminal)
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Cost Approach - the amount that would be required currently
to replace the service capacity of an asset
Commonly used to value acquired or internally generated intangibleassets like software, technology, assembled workforce, etc.
The cost approach should be used with discretion and generally forintangible assets that are not the primary business drivers and for which amarket participant may not be willing to pay a significant premium.
Reproduction Cost Method involves valuing an asset based on the costthat a market participant shall have to incur to recreate a replica of theasset to be valued, adjusted for obsolescence.
Replacement Cost Method involves valuing an asset based on the costthat a market participant shall have to incur to recreate an asset withsubstantially the same utility (comparable utility) as that of the asset to bevalued, adjusted for obsolescence.
Cost
approach
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Valuation Adjustments
Discount for lack of marketability (DLOM)
Discount for lack of Control (DLOC)
Tax concessions
Auditors qualification / due diligence findings
COVID-19 impact
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Recurring fair value measurements relate to those wheremeasurement is required at the end of each reporting period-end. e.g., available for sale investments are required to bereported at FV.
Non-recurring measurements which are driven by a particularevent or transaction. Non-recurring measurements arise due toa period specific event such as
• Held for sale classification• Financial or non-financial instrument impairments
Non Recurring
The level of disclosures required depends onwhether the fair value measurement is recurring ornon-recurring subsequent to initial recognition.
Recurring
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❑ Assets and Liabilities Recorded at Fair Value on aRecurring Basis (fair value hierarchy Level 1, 2 or 3)
❑ Transfers between Level 1 and Level 2 of the fair valuehierarchy, the reasons for those transfers
❑ Information on Level 3 assets and liabilities,a) reconciliation from the opening balances to the closing balancesb) description of the valuation technique(s) and the inputs used, any change in the valuation
techniques and the reason(s) for making such changec) a narrative description of the sensitivity of the fair value measurement to changes in unobservable
inputs if a change in those inputs to a different amount might result in a significantly higher or lower fair value measurement
d) Significant Transfers Into and Out of Level 3 Measurements
❑ Assets and Liabilities Recorded at Fair Value on a Non-recurring Basis (FV hierarchyLevel 1, 2 or 3)
❑ Significant Unobservable Inputs for Non-Recurring Fair Value Measurements❑ Additional Disclosures about the Fair Value of Financial Instruments that are Not
Carried at Fair Value on the Consolidated Balance Sheet
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How FV reporting developed?
Assets 2009 2008
Investments 2500 2400
Notes to
accounts
2009 2008
Company A 250 240
Company B 150 130
Company C 180 210
Company D 570 460
Company E 510 530
Company F 340 320
Company G 100 100
Company H 400 410
Total 2500 2400
Assets Level 1 Level 2 Level 3 Total
Investments 500 600 1400 2500
Investments Level 3
Op. Bal 1300
OCI
Earnings
Sale
Purchase
Transfers
Cl. Bal 1400
Investments 1400 Cr
Valuation technique
Unobservable Inputs
Range of Inputs
Weighted average
Sensitivity analysis
Requirement as of today
Fair Value Hierarchy
Level 3 roll forwardLevel 3 additional details
Notes to accounts
Historical Balance Sheet
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Disclosure requirementRecurring
measurements
Non-recurring
measurements
Areas not
measured at fair
value but for
which another Ind
AS requires fair
value disclosure
FV measurement at end of reporting period √ √
Reasons for the FV measurement √
Level within FV hierarchy (1,2,3) √ √ √
Transfers between L1 and L2 with reasons √
Description of valuation technique (L2, L3) √ √ √
Quantified unobservable inputs (L3) √ √
Reconciliation of opening and closing balance (L3) √
Description of valuation processes used (L3) √ √
Description of sensitivity to changes in unobservable inputs (L3) √
Quantification of sensitivity to changes in unobservable inputs (L3) √
The table below provides a synopsis of the fair value disclosure requirements for recurring, non-recurring and disclosure only items:
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COVID-19 Impact
onFair Value Measurements
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COVID-19 impact on Fair value hierarchy
COVID-19 may affect the classification in the fair value hierarchy
Company may need to make an adjustment to an observable input eg., Domino's Pizza Inc^
Company may have to replace an observable inputs with unobservable inputs
For investments deemed not active but valued using observable inputs (Level 2) additional scrutiny may be needed
Company may need to use different inputs or the source of those inputsmay change
Company may need to assess whether the transactions represent orderlytransactions or forced, as market transactions become less frequent
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Challenges in FV assessment due to COVID-19
Issue in Forecasting future cash flows
Difficulty in selection of valuation methods
Impact on assumptions e.g. discount rates, credit-spread
Difficulty obtaining comparable data
Thinly traded/dormant stock – Unusual fluctuations
Difficulty in making adjustments, e.g. DLOM
Difficulty assessing the Covid-19 relief impact
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www.canagpals.comSCF 23 FF, A Block, VIP Road, Chandigarh Ambala Highway
Zirakpur, Punjab – 140603 Ph. 0176 2461335
Thank you !CA Karun Nagpal