IAS-32

Objective of IAS 32
The stated objective of IAS 32 is to establish principles for presenting
financial instruments as liabilities or equity and for offsetting financial assets
and liabilities. [IAS 32.1]
IAS 32 addresses this in a number of ways:
1) clarifying the classification of a financial instrument issued by an entity
as a liability or as equity
2) prescribing the accounting for treasury shares (an entity's own repurchased shares)
3) prescribing strict conditions under which assets and liabilities may be
offset in the balance sheet
IAS 32 is a companion to IAS 39 Financial Instruments: Recognition and Measurement and IFRS 9 Financial Instruments. IAS 39 deals with, among other
things, initial recognition of financial assets and liabilities, measurement subsequent to initial recognition, impairment, derecognition, and hedge
accounting. IAS 39 is progressively being replaced by IFRS 9 as the IASB
completes the various phases of its financial instruments project.

Scope
IAS 32 applies in presenting and disclosing information about all types of
financial instruments with the following exceptions: [IAS 32.4]
1) interests in subsidiaries, associates and joint ventures that are
accounted for under IAS 27 Consolidated and Separate Financial Statements, IAS 28 Investments in Associates or IAS 31 Interests in Joint
Ventures (or, for annual periods beginning on or after 1 January
2013,IFRS 10 Consolidated Financial Statements, IAS 27 Separate
Financial Statements and IAS 28 Investments in Associates and Joint
Ventures). However, IAS 32 applies to all derivatives on interests in
subsidiaries, associates, or joint ventures.
2) employers' rights and obligations under employee benefit plans (see
IAS 19 Employee Benefits)

3) insurance contracts(see IFRS 4 Insurance Contracts). However, IAS 32

applies to derivatives that are embedded in insurance contracts if they
are required to be accounted separately by IAS 39
4) financial instruments that are within the scope of IFRS 4 because they
contain a discretionary participation feature are only exempt from
applying paragraphs 15-32 and AG25-35 (analysing debt and equity
components) but are subject to all other IAS 32 requirements
5) contracts and obligations under share-based payment transactions
(see IFRS 2 Share-based Payment) with the following exceptions:
6) this standard applies to contracts within the scope of IAS 32.8-10 (see
below)
7) paragraphs 33-34 apply when accounting for treasury shares
purchased, sold, issued or cancelled by employee share option plans or
similar arrangements
IAS 32 applies to those contracts to buy or sell a non-financial item that can
be settled net in cash or another financial instrument, except for contracts
that were entered into and continue to be held for the purpose of the receipt
or delivery of a non-financial item in accordance with the entity's expected
purchase, sale or usage requirements. [IAS 32.8]
Financial instrument:
a contract that gives rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.

Financial asset: any asset that is:

cash
an equity instrument of another entity
a contractual right
to receive cash or another financial asset from another entity; or
to exchange financial assets or financial liabilities with another entity
under conditions that are potentially favourable to the entity; or
a contract that will or may be settled in the entity's own equity instruments and is:
a non-derivative for which the entity is or may be obliged to receive a
variable number of the entity's own equity instruments
a derivative that will or may be settled other than by the exchange of a
fixed amount of cash or another financial asset for a fixed number of
the entity's own equity instruments. For this purpose the entity's own
equity instruments do not include instruments that are themselves

contracts for the future receipt or delivery of the entity's own equity
instruments
puttable instruments classified as equity or certain liabilities arising on
liquidation classified by IAS 32 as equity instruments

Financial liability: any liability that is:

a contractual obligation:
to deliver cash or another financial asset to another entity; or
to exchange financial assets or financial liabilities with another entity
under conditions that are potentially unfavourable to the entity; or
a contract that will or may be settled in the entity's own equity instruments and is
a non-derivative for which the entity is or may be obliged to deliver a
variable number of the entity's own equity instruments or
a derivative that will or may be settled other than by the exchange of a
fixed amount of cash or another financial asset for a fixed number of
the entity's own equity instruments. For this purpose the entity's own
equity instruments do not include: instruments that are themselves
contracts for the future receipt or delivery of the entity's own equity
instruments; puttable instruments classified as equity or certain
liabilities arising on liquidation classified by IAS 32 as equity
instruments

Equity instrument: Any contract that evidences a residual

interest in the assets of an entity after deducting all of its liabilities.

Fair value: the amount for which an asset could be exchanged, or a

liability settled, between knowledgeable, willing parties in an arm's length
transaction.
The definition of financial instrument used in IAS 32 is the same as that in
IAS 39.

Puttable instrument: a financial instrument that gives the holder

the right to put the instrument back to the issuer for cash or another
financial asset or is automatically put back to the issuer on occurrence of an
uncertain future event or the death or retirement of the instrument holder.

Classification as liability or equity

The fundamental principle of IAS 32 is that a financial instrument should be
classified as either a financial liability or an equity instrument according to
the substance of the contract, not its legal form, and the definitions of
financial liability and equity instrument. Two exceptions from this principle
are certain puttable instruments meeting specific criteria and certain obligations arising on liquidation (see below). The entity must make the decision at
the time the instrument is initially recognised. The classification is not subsequently changed based on changed circumstances. [IAS 32.15]
A financial instrument is an equity instrument only if (a) the instrument
includes no contractual obligation to deliver cash or another financial asset
to another entity and (b) if the instrument will or may be settled in the
issuer's own equity instruments, it is either:
a non-derivative that includes no contractual obligation for the issuer
to deliver a variable number of its own equity instruments; or
a derivative that will be settled only by the issuer exchanging a fixed
amount of cash or another financial asset for a fixed number of its own
equity instruments. [IAS 32.16]

Illustration preference shares

If an entity issues preference (preferred) shares that pay a fixed rate of
dividend and that have a mandatory redemption feature at a future date, the
substance is that they are a contractual obligation to deliver cash and,
therefore, should be recognised as a liability. [IAS 32.18(a)] In contrast,
preference shares that do not have a fixed maturity, and where the issuer
does not have a contractual obligation to make any payment are equity. In
this example even though both instruments are legally termed preference
shares they have different contractual terms and one is a financial liability
while the other is equity.

Illustration issuance of fixed monetary

amount of equity instruments
A contractual right or obligation to receive or deliver a number of its own
shares or other equity instruments that varies so that the fair value of the
entity's own equity instruments to be received or delivered equals the fixed

monetary amount of the contractual right or obligation is a financial liability.

[IAS 32.20]

Illustration one party has a choice over how

an instrument is settled
When a derivative financial instrument gives one party a choice over how it
is settled (for instance, the issuer or the holder can choose settlement net in
cash or by exchanging shares for cash), it is a financial asset or a financial
liability unless all of the settlement alternatives would result in it being an
equity instrument. [IAS 32.26]

Contingent settlement provisions

If, as a result of contingent settlement provisions, the issuer does not have
an unconditional right to avoid settlement by delivery of cash or other
financial instrument (or otherwise to settle in a way that it would be a
financial liability) the instrument is a financial liability of the issuer, unless:
the contingent settlement provision is not genuine or
the issuer can only be required to settle the obligation in the event of
the issuer's liquidation or
the instrument has all the features and meets the conditions of IAS
32.16A and 16B for puttable instruments [IAS 32.25]

Puttable instruments and obligations arising

on liquidation
In February 2008, the IASB amended IAS 32 and IAS 1 Presentation of
Financial Statements with respect to the balance sheet classification of
puttable financial instruments and obligations arising only on liquidation. As
a result of the amendments, some financial instruments that currently meet
the definition of a financial liability will be classified as equity because they
represent the residual interest in the net assets of the entity. [IAS 32.16A-D]

Classifications of rights issues

In October 2009, the IASB issued an amendment to IAS 32 on the classification of rights issues. For rights issues offered for a fixed amount of foreign
currency current practice appears to require such issues to be accounted for
as derivative liabilities. The amendment states that if such rights are issued
pro rata to an entity's all existing shareholders in the same class for a fixed
amount of currency, they should be classified as equity regardless of the
currency in which the exercise price is denominated.

Compound financial instruments

Some financial instruments sometimes called compound instruments
have both a liability and an equity component from the issuer's perspective.
In that case, IAS 32 requires that the component parts be accounted for and
presented separately according to their substance based on the definitions of
liability and equity. The split is made at issuance and not revised for subsequent changes in market interest rates, share prices, or other event that
changes the likelihood that the conversion option will be exercised. [IAS
32.29-30]

To illustrate, a convertible bond contains two

components. One is a financial liability, namely the issuer's
contractual obligation to pay cash, and the other is an equity instrument,
namely the holder's option to convert into common shares. Another example
is debt issued with detachable share purchase warrants.
When the initial carrying amount of a compound financial instrument is
required to be allocated to its equity and liability components, the equity
component is assigned the residual amount after deducting from the fair
value of the instrument as a whole the amount separately determined for the
liability component. [IAS 32.32]
Interest, dividends, gains, and losses relating to an instrument classified as a
liability should be reported in profit or loss. This means that dividend
payments on preferred shares classified as liabilities are treated as expenses.
On the other hand, distributions (such as dividends) to holders of a financial
instrument classified as equity should be charged directly against equity, not
against earnings. [IAS 32.35]
Transaction costs of an equity transaction are deducted from equity. Transaction costs related to an issue of a compound financial instrument are

allocated to the liability and equity components in proportion to the allocation of proceeds.

Treasury shares
The cost of an entity's own equity instruments that it has reacquired
('treasury shares') is deducted from equity. Gain or loss is not recognised on
the purchase, sale, issue, or cancellation of treasury shares. Treasury shares
may be acquired and held by the entity or by other members of the
consolidated group. Consideration paid or received is recognised directly in
equity. [IAS 32.33]

Offsetting
IAS 32 also prescribes rules for the offsetting of financial assets and financial
liabilities. It specifies that a financial asset and a financial liability should be
offset and the net amount reported when, and only when, an entity: [IAS
32.42]
has a legally enforceable right to set off the amounts; and
intends either to settle on a net basis, or to realise the asset and settle the
liability simultaneously. [IAS 32.48]

Costs of issuing or reacquiring equity

instruments
Costs of issuing or reacquiring equity instruments (other than in a business
combination) are accounted for as a deduction from equity, net of any
related income tax benefit. [IAS 32.35]