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International GAAP® 2019: Generally Accepted Accounting Practice under International Financial Reporting Standards

Page 190

by International GAAP 2019 (pdf)


  enter into a transaction to sell the asset or transfer the liability, unless there is evidence

  to the contrary. In practice, an entity would first consider the markets it can access.

  Then it would determine which of those markets has the greatest volume and liquidity

  in relation to the particular asset or liability. [IFRS 13.17]. Management is not required to

  perform an exhaustive search to identify the principal market; however, it cannot ignore

  evidence that is reasonably available when considering which market has the greatest

  volume and level of activity. [IFRS 13.17]. For example, it may be appropriate to take into

  account information available in trade journals, if reliable market information about

  volumes transacted is available in such journals. Absent evidence to the contrary, the

  principal market is presumed to be the market in which an entity normally enters into

  transactions for the asset and liability.

  The principal market is considered from the perspective of the reporting entity, which

  means that the principal market could be different for different entities (this is discussed

  further at 6.1.1 below). For example, a securities dealer may exit a financial instrument

  by selling it in the inter-dealer market, while a manufacturing company would sell a

  financial instrument in the retail market. The entity must be able to access the principal

  market as at the measurement date. Therefore, continuing with our example, it would

  not be appropriate for a manufacturing company to assume that it would transact in the

  inter-dealer market (even when considering a hypothetical transaction) because the

  company does not have access to this market.

  Because IFRS 13 indicates that the principal market is determined from the perspective

  of the reporting entity, some have questioned whether the principal market should be

  determined on the basis of: (a) entity-specific volume (i.e. the market where the

  reporting entity has historically sold, or intends to sell, the asset with the greatest

  frequency and volume); or (b) market-based volume and activity. However, IFRS 13 is

  clear that the principal market for an asset or liability should be determined based on

  the market with the greatest volume and level of activity that the reporting entity can

  access. It is not determined based on the volume or level of activity of the reporting

  entity’s transactions in a particular market. That is, the determination as to which

  market(s) a particular entity can access is entity-specific, but once the accessible

  markets are identified, market-based volume and activity determine the principal

  market. [IFRS 13.BC52].

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  The recognition in IFRS 13 that different entities may sell identical instruments in

  different markets (and therefore at different exit prices) has important implications,

  particularly with respect to the initial recognition of certain financial instruments, such

  as derivatives. For example, a derivative contract between a dealer and a retail customer

  would likely be initially recorded at different fair values by the two entities, as they

  would exit the derivative in different markets and, therefore, at different exit prices.

  Day one gains and losses are discussed further at 13.2 below.

  Although an entity must be able to access the market at the measurement date, IFRS 13

  does not require an entity to be able to sell the particular asset or transfer the particular

  liability on that date. [IFRS 13.20]. For example, if there is a restriction on the sale of the

  asset, IFRS 13 simply requires that the entity be able to access the market for that asset

  when that restriction ceases to exist (it is important to note that the existence of the

  restriction may still affect the price a market participant would pay – see 5.2.2 above

  for discussion on restrictions on assets and liabilities).

  In general, the market with the greatest volume and deepest liquidity will probably be the

  market in which the entity most frequently transacts. In these instances, the principal

  market would likely be the same as the most advantageous market (see 6.2 below).

  Prior to the adoption of IFRS 13, some entities determined fair value based solely on the

  market where they transact with the greatest frequency (without considering other

  markets with greater volume and deeper liquidity). As noted above, IFRS 13 requires an

  entity to consider the market with the greatest volume and deepest liquidity for the asset.

  Therefore, an entity cannot presume a commonly used market is the principal market.

  For example, if an entity previously measured the fair value of agricultural produce based

  on its local market, but there is a deeper and more liquid market for the same agricultural

  produce (for which transportation costs are not prohibitive), the latter market would be

  deemed the principal market and would be used when measuring fair value.

  6.1.1

  Can an entity have more than one principal market for the same

  asset or liability?

  IFRS 13 states that ‘because different entities (and businesses within those entities) with

  different activities may have access to different markets, the principal (or most

  advantageous) market for the same asset or liability might be different for different

  entities (and businesses within those entities). Therefore, the principal (or most

  advantageous) market (and thus, market participants) shall be considered from the

  perspective of the entity, thereby allowing for differences between and among entities

  with different activities.’ [IFRS 13.19].

  Therefore, in certain instances it may be appropriate for a reporting entity to determine

  that it has different principal markets for the same asset or liability. However, such a

  determination would need to be based on the reporting entity’s business units engaging

  in different activities to ensure they were accessing different markets.

  Determining the principal market is not based on management’s intent. Therefore, we

  would not expect a reporting entity to have different principal markets for identical

  assets held within a business unit solely because management has different exit

  strategies for those assets.

  Fair value measurement 967

  Consider Example 14.5 below, in which multiple exit markets exist for an asset and the

  reporting entity has access to all of the various exit markets. The fact that a reporting

  entity (or business unit within a reporting entity) has historically exited virtually

  identical assets in different markets does not justify the entity utilising different exit

  markets in determining the fair value of these assets, unless the entity has different

  business units engaging in different activities. Instead, the concept of a principal market

  (and most advantageous market) implies that one consistent market should generally be

  considered in determining the fair value of these identical assets.

  Example 14.5: Determining the principal market

  The following three markets exist for a particular asset. The company has the ability to transact in all three

  markets (and has historically done so).

  Market Price

  A

  CU30,000

  B

  CU25,000

  C

  CU22,000

  Under the princi
pal market concept, it would not be appropriate to value identical assets at different prices

  solely because management intends to the sell the assets in different markets. Likewise, a consistent fair value

  measurement for each asset utilising a blended price that is determined based on the proportion of assets that

  management intends to sell in each market would not be appropriate. Instead, each of the assets would be

  measured at the price in the market determined to be the company’s principal market.

  If Market B were determined to represent the principal market for the asset being measured, each asset would

  be valued at CU25,000. Selling the assets in either Market A or Market C would result in a gain or loss for

  the company. We believe this result is consistent with one of the fundamental concepts in the fair value

  framework. That is, the consequences of management’s decisions (or a company’s comparative advantages

  or disadvantages) should be recognised when those decisions are executed (or those advantages or

  disadvantages are achieved).

  6.1.2

  In situations where an entity has access to multiple markets, should

  the determination of the principal market be based on entity-specific

  volume and activity or market-based volume and activity?

  In most instances, the market in which a reporting entity would sell an asset (or

  transfer a liability) with the greatest frequency will also represent the market with

  the greatest volume and deepest liquidity for all market participants. In these

  instances, the principal market would be the same regardless of whether it is

  determined based on entity-specific volume and activity or market-based volume

  and activity. However, when this is not the case, a reporting entity’s principal market

  is determined using market-based volume.

  Different entities engage in different activities. Therefore, some entities have access to

  certain markets that other entities do not. For example, an entity that does not function

  as a wholesaler would not have access to the wholesale market and, therefore, would

  need to look to the retail market as its principal market. Once the markets to which a

  particular entity has access have been identified, the determination of the principal

  market should not be based on management’s intent or entity-specific volume, but

  rather should be based on the market with the greatest volume and level of activity for

  the asset or liability.

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  Example 14.6: Determining the principal market

  The following three markets exist for Entity A’s fleet of vehicles. Entity A has the ability to transact in all

  three markets (and has historically done so). As at the measurement date, the entity has 100 vehicles (same

  make, model and mileage) that it needs to measure at fair value. Volumes and prices in the respective markets

  are as follows:

  The entity’s volume for the

  asset in the market (based

  on history

  Total market-based

  Market Price

  and/or intent)

  volume for the asset

  A

  CU30,000

  60%

  15%

  B

  CU25,000

  25%

  75%

  C

  CU20,000

  15%

  10%

  Based on this information, Market B would be the principal market as this is the market in which the majority

  of transactions for the asset occur. As such, the fair value of the 100 cars as at the measurement date would

  be CU2.5 million (i.e. CU25,000 per car). Actual sales of the assets in either Market A or C would result in

  a gain or loss to the entity, i.e. when compared to the fair value of CU25,000.

  6.2

  The most advantageous market

  As noted above, if there is a principal market for the asset or liability being measured,

  fair value should be determined using the price in that market, even if the price in a

  different market is more advantageous at the measurement date.

  Only in situations where there is no principal market for the asset or liability being

  measured, can an entity consider the most advantageous market. [IFRS 13.16].

  The most advantageous market is the one that maximises the amount that would be

  received to sell the asset or minimises the amount that would be paid to transfer the

  liability, after considering transaction costs and transport costs. [IFRS 13 Appendix A].

  This definition reasonably assumes that most entities transact with an intention to

  maximise profits or net assets. Assuming economically rational behaviour, the IASB

  observed that the principal market would generally represent the most advantageous

  market. However, when this is not the case, the IASB decided to prioritise the price in

  the most liquid market (i.e. the principal market) as this market provides the most

  representative input to determine fair value and also serves to increase consistency

  among reporting entities. [IFRS 13.BC52].

  When determining the most advantageous market, an entity must take into

  consideration the transaction costs and transportation costs it would incur to sell the

  asset or transfer the liability. The market that would yield the highest price after

  deducting these costs is the most advantageous market. This is illustrated in

  Example 14.7. [IFRS 13.IE19.21-22].

  Example 14.7: Determining the most advantageous market

  Consider the same facts as in Example 14.4. If neither market is the principal market for the asset, the fair

  value of the asset would be measured using the price in the most advantageous market.

  The most advantageous market is the market that maximises the amount that would be received to sell the

  asset, after taking into account transaction costs and transport costs (i.e. the net amount that would be received

  in the respective markets).

  Fair value measurement 969

  Market A

  Market B

  CU

  CU

  Price that would be received

  26

  25

  Transaction costs in that market

  (3)

  (1)

  Costs to transport the asset to the market

  (2)

  (2)

  Net amount that would be received

  21

  22

  Because the entity would maximise the net amount that would be received for the asset in Market B (CU 22), that

  is the most advantageous market. Market B is the most advantageous market even though the fair value that would

  be recognised in that market (CU 23 = CU 25 – CU 2) is lower than in Market A (CU 24 = CU 26 – CU 2).

  It is important to note that, while transaction costs and transportation costs are

  considered in determining the most advantageous market, the treatment of these costs

  in relation to measuring fair value differs (transaction costs and transportation costs are

  discussed further at 9 below).

  7 MARKET

  PARTICIPANTS

  When measuring fair value, an entity is required to use the assumptions that market

  participants would use when pricing the asset or liability. However, IFRS 13 does not

  require an entity to identify specific market participants. Instead, an entity must identify

  the characteristics of market participants that would generally transact for the asset or

 
; liability being measured. Determining these characteristics takes into consideration factors

  that are specific to the asset or liability; the principal (or most advantageous) market; and

  the market participants in that market. [IFRS 13.22, 23]. This determination, and how these

  characteristics affect a fair value measurement, may require significant judgement.

  The principal (or most advantageous) market is determined from the perspective of the

  reporting entity (or business units within a reporting entity). As a result, other entities within

  the same industry as the reporting entity will most likely be considered market participants.

  However, market participants may come from outside of the reporting entity’s industry,

  especially when considering the fair value of assets on a stand-alone basis. For example, a

  residential real estate development entity may be considered a market participant when

  measuring the fair value of land held by a manufacturing company if the highest and best

  use of the land is deemed to be residential real estate development.

  7.1

  Characteristics of market participants

  IFRS 13 defines market participants as ‘buyers and sellers in the principal (or most

  advantageous) market for the asset or liability’. [IFRS 13 Appendix A].

  IFRS 13 assumes that market participants have all of the following characteristics:

  • they are independent of each other, that is, they are not related parties, as defined

  in IAS 24 (see Chapter 35);

  • they are knowledgeable, having a reasonable understanding about the asset or

  liability using all available information, including information obtained through

  usual and customary due diligence efforts;

  • they are able to enter into a transaction for the asset or liability; and

  • they are willing to enter into a transaction for the asset or liability, that is, they are

  motivated but not forced or otherwise compelled to do so. [IFRS 13.BC55-BC59].

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  Since market participants are independent of each other, the hypothetical transaction

  is assumed to take place between market participants at the measurement date, not

  between the reporting entity and another market participant. While market participants

 

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