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customer (e.g. acting as an agent of another party – see 5.4 below);
• granting rights to goods or services to be provided in the future that a customer can
resell or provide to its customer (e.g. an entity selling a product to a retailer
promises to transfer an additional good or service to an individual who purchases
the product from the retailer);
• constructing, manufacturing or developing an asset on behalf of a customer;
• granting licences (see 9 below); and
• granting options to purchase additional goods or services when those options
provide a customer with a material right (see 5.6 below).
In order for an entity to identify the promised goods or services in a contract,
paragraph 24 of IFRS 15 indicates that an entity would consider whether there is a valid
expectation on the part of the customer that the entity will provide a good or service.
[IFRS 15.24]. If the customer has a valid expectation that it will receive certain goods or
services, it would likely view those promises as part of the negotiated exchange. This
expectation is most commonly created from an entity’s explicit promises in a contract
to transfer a good(s) or service(s) to the customer.
However, in other cases, promises to provide goods or services might be implied by the
entity’s customary business practices or standard industry norms (i.e. outside of the
written contract). As discussed at 4 above, the Board clarified that, while the contract must
be legally enforceable to be within the scope of the revenue model, not all of the promises
(explicit or implicit) have to be legally enforceable to be considered when determining the
entity’s performance obligations. [IFRS 15.BC32, BC87]. That is, a performance obligation can
be based on a customer’s valid expectations (e.g. due to the entity’s business practice of
providing an additional good or service that is not specified in the contract).
In addition, some items commonly considered to be marketing incentives have to be
evaluated under IFRS 15 to determine whether they represent promised goods or
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services in the contract. Such items may include ‘free’ handsets provided by
telecommunication entities, ‘free’ maintenance provided by automotive manufacturers
and customer loyalty points awarded by supermarkets, airlines, and hotels. [IFRS 15.BC88].
Although an entity may not consider those goods or services to be the ‘main’ items that
the customer contracts to receive, the Board concluded that they are goods or services
for which the customer pays and to which the entity would allocate consideration for
the purpose of recognising revenue. [IFRS 15.BC89].
Paragraph 25 of IFRS 15 states that promised goods or services do not include activities
that an entity must undertake to fulfil a contract unless those activities transfer control
of a good or service to a customer. [IFRS 15.25]. For example, internal administrative
activities that an entity must perform to satisfy its obligation to deliver the promised
goods or services, but do not transfer control of a good or service to a customer, would
not be promised goods or services.
An entity may have to apply judgement when determining whether an activity it will
perform is a promised good or service that will be transferred to a customer. The following
questions may be relevant for an entity to consider when making this judgement:
• Is the activity identified as a good or service to be provided in the contractual
arrangement with the customer? Activities that are not specifically identified could
relate to an internal process of the entity, but they could also relate to implicit
promises to the customer.
• Does the activity relate to the entity establishing processes and procedures or
training its employees, so that it can render the contracted goods or services to the
customer (e.g. set-up activities)?
• Is the activity administrative in nature (e.g. establishing the customer’s account,
invoicing the customer)?
• Is the customer aware of when the activity will be performed?
Paragraph 26 of IFRS 15 provides examples of promised goods or services that may be
included in a contract with a customer. Several of them were considered deliverables
under legacy IFRS, including a good produced by an entity or a contractually agreed-
upon task (or service) performed for a customer. However, the IASB also included other
examples that may not have been considered deliverables in the past. For example,
paragraph 26(e) of IFRS 15 describes a stand-ready obligation as a promised service that
consists of standing ready to provide goods or services or making goods or services
available for a customer to use as and when it decides to use it. [IFRS 15.26(e)]. That is, a
stand-ready obligation is the promise that the customer has access to a good or service,
rather than a promise to transfer the underlying good or service itself. Stand-ready
obligations are common in the software industry (e.g. unspecified updates to software
on a when-and-if-available basis) and may be present in other industries. See 5.1.2.B
and 5.1.2.C below for further discussion on stand-ready obligations.
Paragraph 26(g) of IFRS 15 notes that a promise to a customer may include granting
rights to goods or services to be provided in the future that the customer can resell or
provide to its own customers. [IFRS 15.26(g)]. Such a right may represent promises to the
customer if it existed at the time that the parties agreed to the contract. As noted in the
Basis for Conclusions, the Board thought it was important to clarify that a performance
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obligation may exist for a promise to provide a good or service in the future (e.g. when
an entity makes a promise to provide goods or services to its customer’s customer).
[IFRS 15.BC92]. These types of promises exist in distribution networks in various industries
and are common in the automotive industry.
After identifying the promised goods or services in the contract, an entity then
determines which of these promised goods or services (or bundle of goods or services)
represent separate performance obligations. The standard includes the following
example to illustrate how an entity would identify the promised goods or services in a
contract (including both explicit and implicit promises). [IFRS 15.IE59-IE65A]. The example
also evaluates whether the identified promises are performance obligations, which we
discuss at 5.2 below.
Example 28.15: Explicit and implicit promises in a contract
An entity, a manufacturer, sells a product to a distributor (i.e. its customer) who will then resell it to an end customer.
Case A – Explicit promise of service
In the contract with the distributor, the entity promises to provide maintenance services for no additional
consideration (i.e. ‘free’) to any party (i.e. the end customer) that purchases the product from the distributor.
The entity outsources the performance of the maintenance services to the distributor and pays the distributor
an agreed-upon amount for providing those services on the entity’s behalf. If the end customer does not use
the maintenance services, the entity is not obliged to pay the distributor.
The contr
act with the customer includes two promised goods or services – (a) the product and (b) the
maintenance services. The promise of maintenance services is a promise to transfer goods or services in the
future and is part of the negotiated exchange between the entity and the distributor. The entity assesses
whether each good or service is distinct in accordance with paragraph 27 of IFRS 15. The entity determines
that both the product and the maintenance services meet the criterion in paragraph 27(a) of IFRS 15. The
entity regularly sells the product on a stand-alone basis, which indicates that the customer can benefit from
the product on its own. The customer can benefit from the maintenance services together with a resource the
customer already has obtained from the entity (i.e. the product).
The entity further determines that its promises to transfer the product and to provide the maintenance services
are separately identifiable (in accordance with paragraph 27(b) of IFRS 15) on the basis of the principle and
the factors in paragraph 29 of IFRS 15. The product and the maintenance services are not inputs to a combined
item in the contract. The entity is not providing a significant integration service because the presence of the
product and the services together in this contract do not result in any additional or combined functionality. In
addition, neither the product nor the services modify or customise the other. Lastly, the product and the
maintenance services are not highly interdependent or highly interrelated because the entity would be able to
fulfil each of the promises in the contract independently of its efforts to fulfil the other (i.e. the entity would
be able to transfer the product even if the customer declined maintenance services and would be able to
provide maintenance services in relation to products sold previously through other distributors). The entity
also observes, in applying the principle in paragraph 29 of IFRS 15, that the entity’s promise to provide
maintenance is not necessary for the product to continue to provide significant benefit to the customer.
Consequently, the entity allocates a portion of the transaction price to each of the two performance obligations
(i.e. the product and the maintenance services) in the contract.
Case B – Implicit promise of service
The entity has historically provided maintenance services for no additional consideration (i.e. ‘free’) to end
customers that purchase the entity’s product from the distributor. The entity does not explicitly promise
maintenance services during negotiations with the distributor and the final contract between the entity and
the distributor does not specify terms or conditions for those services.
However, on the basis of its customary business practice, the entity determines at contract inception that it
has made an implicit promise to provide maintenance services as part of the negotiated exchange with the
distributor. That is, the entity’s past practices of providing these services create valid expectations of the
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entity’s customers (i.e. the distributor and end customers) in accordance with paragraph 24 of IFRS 15.
Consequently, the entity assesses whether the promise of maintenance services is a performance obligation.
For the same reasons as in Case A, the entity determines that the product and maintenance services are
separate performance obligations.
Case C – Services are not a promised service
In the contract with the distributor, the entity does not promise to provide any maintenance services. In
addition, the entity typically does not provide maintenance services and, therefore, the entity’s customary
business practices, published policies and specific statements at the time of entering into the contract have
not created an implicit promise to provide goods or services to its customers. The entity transfers control of
the product to the distributor and, therefore, the contract is completed. However, before the sale to the end
customer, the entity makes an offer to provide maintenance services to any party that purchases the product
from the distributor for no additional promised consideration.
The promise of maintenance is not included in the contract between the entity and the distributor at contract
inception. That is, in accordance with paragraph 24 of IFRS 15, the entity does not explicitly or implicitly
promise to provide maintenance services to the distributor or the end customers. Consequently, the entity
does not identify the promise to provide maintenance services as a performance obligation. Instead, the
obligation to provide maintenance services is accounted for in accordance with IAS 37.
Although the maintenance services are not a promised service in the current contract, in future contracts with
customers the entity would assess whether it has created a business practice resulting in an implied promise
to provide maintenance services.
Legacy IFRS did not specifically address contracts with multiple deliverables, focusing
instead on identifying the transaction. This included identifying separate elements so as
to reflect the substance of the transaction. [IAS 18.13]. As a result, many IFRS preparers
looked to legacy US GAAP for guidance in this area. Legacy US GAAP required entities to
identify the ‘deliverables’ within an arrangement, but did not define that term. In contrast,
IFRS 15 indicates the types of items that may be goods or services promised in the
contract. In addition, the standard makes it clear that certain activities are not promised
goods or services, such as activities that an entity must perform to satisfy its obligation to
deliver the promised goods or services (e.g. internal administrative activities).
Some ‘free’ goods or services that may be treated as marketing incentives historically
have to be evaluated under the standard to determine whether they represent promised
goods or services in a contract.
The FASB’s standard allows entities to elect to account for shipping and handling
activities performed after the control of a good has been transferred to the customer as
a fulfilment cost (i.e. an expense). Without such an accounting policy choice, a US GAAP
entity that has shipping arrangements after the customer has obtained control may
determine that the act of shipping is a performance obligation under the standard. If that
were the case, the entity would be required to allocate a portion of the transaction price
to the shipping service and recognise it when (or as) the shipping occurs.
The IASB has not permitted a similar policy choice in IFRS 15. In the Basis for
Conclusions, the IASB noted that paragraph 22 of IFRS 15 requires an entity to assess the
goods or services promised in a contract with a customer in order to identify performance
obligations. Such a policy choice would override that requirement. Furthermore, a policy
choice is applicable to all entities and it is possible that entities with significant shipping
operations may make different policy choices. Therefore, it could also reduce
comparability between entities, including those within the same industry. [IFRS 15.BC116U].
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Since the FASB’s standard includes a policy choice that IFRS 15 does not, it is possible
that diversity between IFRS and US GAAP entities may arise in practice.
Another difference is that FASB uses different language in relation to implied
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br /> contractual terms and whether those implied terms represent a promised good or
service to a customer. IFRS 15 states that promised goods or services are not limited to
explicit promises in a contract, but could be created by a ‘valid expectation of the
customer’. ASC 606 refers to a ‘reasonable expectation of the customer’. The FASB used
this language in order to avoid confusion with the term ‘valid expectation’ because
ASC 606 states that promises to provide goods or services do not need to be legally
enforceable (although the overall arrangement needs to be enforceable). The use of the
term ‘valid’ in IFRS 15 is consistent with the requirements for constructive obligations
in IAS 37. While the terms used in IFRS 15 and ASC 606 are different, we do not expect
this to result in a difference in practice.
5.1.1
Identifying promised goods or services that are not identified as
deliverables under legacy revenue requirements
Following the issuance of IFRS 15, stakeholders questioned whether they have to
identify promised goods or services under the standard that they have not identified as
deliverables in the past. The question had been raised, in part, because the Board said
in the Basis for Conclusions that it intentionally ‘decided not to exempt an entity from
accounting for performance obligations that the entity might regard as being
perfunctory or inconsequential. Instead, an entity should assess whether those
performance obligations are immaterial to its financial statements’. [IFRS 15.BC90].
In January 2015, the TRG members discussed this issue and generally agreed that the
standard is not intended to require the identification of promised goods or services that
were not accounted for as deliverables in the past. At the same time, entities may not
disregard items that they deem to be perfunctory or inconsequential and need to
consider whether ‘free’ goods or services represent promises to a customer. For
example, telecommunications entities may have to allocate consideration to the ‘free’
handsets that they provide. Likewise, automobile manufacturers may have to allocate
consideration to ‘free’ maintenance that may have been considered a marketing