IAS 35 Discontinuing Operations: International Accounting Standards
IAS 35 Discontinuing Operations: International Accounting Standards
IAS 35 Discontinuing Operations: International Accounting Standards
This Standard supersedes paragraphs 19-22 of IAS 8, Net Profit or Loss for the
Period, Fundamental Errors and Changes in Accounting Policies.
In 1999, paragraph 8 of the introduction, paragraphs 20, 21, 29, 30 and 32 of the
Standard, and paragraph 4 of appendix B were amended to conform to the terminology
used in IAS 10 (revised 1999), Events After the Balance Sheet Date and IAS 37,
Provisions, Contingent Liabilities and Contingent Assets.
Introduction
1. This Standard ('IAS 35') addresses presentation and disclosures relating to
discontinuing operations. That matter had been dealt with relatively briefly in
paragraphs 19-22 of IAS 8, Net Profit or Loss for the Period, Fundamental Errors and
Changes in Accounting Policies. IAS 35 supersedes those paragraphs of IAS 8. IAS
35 is effective for financial statements for periods beginning on or after 1 January
1999. Earlier application is encouraged.
2. The objectives of IAS 35 are to establish a basis for segregating information about a
major operation that an enterprise is discontinuing from information about its
continuing operations and to specify minimum disclosures about a discontinuing
operation. Distinguishing discontinuing and continuing operations improves the ability
of investors, creditors, and other users of financial statements to make projections of
the enterprise's cash flows, earnings-generating capacity, and financial position.
4. This Standard uses the term "discontinuing operation" rather than the traditional
"discontinued operation" because "discontinued operation" (past tense) implies that
recognition of a discontinuance is necessary only at or near the end of the process of
discontinuing the operation. This Standard requires that disclosures about a
discontinuing operation begin earlier than that - when a detailed formal plan for
disposal has been adopted and announced or when the enterprise has already
contracted for the disposal.
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the carrying amounts of the total assets and the total liabilities to be disposed of;
the amounts of revenue, expenses, and pre-tax profit or loss attributable to the
discontinuing operation, and related income tax expense;
the net cash flows attributable to the operating, investing, and financing activities of
the discontinuing operation;
the amount of any gain or loss that is recognised on the disposal of assets or settlement
of liabilities attributable to the discontinuing operation, and related income tax
expense; and
the net selling prices, after disposal costs, from the sale of those net assets for which
the enterprise has entered into one or more binding sale agreements, and the expected
timing thereof, and the carrying amounts of those net assets.
7. Financial statements for periods after initial disclosure must update those
disclosures, including a description of any significant changes in the amount or timing
of cash flows relating to the assets and liabilities to be disposed of or settled and the
causes of those changes.
8. The disclosures would be made if a plan for disposal is approved and publicly
announced after the end of an enterprise's financial reporting period but before the
financial statements for that period are authorised for issue. The disclosures continue
until completion of the disposal.
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prepared after initial disclosure must be restated to segregate the continuing and
discontinuing assets, liabilities, income, expenses, and cash flows. By separating
discontinuing and continuing operations retrospectively, the ability of a user of
financial statements to make projections is improved.
The standards, which have been set in bold italic type, should be read in the context of
the background material and implementation guidance in this Standard, and in the
context of the Preface to International Accounting Standards. International Accounting
Standards are not intended to apply to immaterial items (see paragraph 12 of the
Preface).
Objective
The objective of this Standard is to establish principles for reporting information about
discontinuing operations, thereby enhancing the ability of users of financial statements
to make projections of an enterprise's cash flows, earnings-generating capacity, and
financial position by segregating information about discontinuing operations from
information about continuing operations.
Scope
1. This Standard applies to all discontinuing operations of all enterprises.
Definitions
Discontinuing Operation
2. A discontinuing operation is a component of an enterprise:
(ii) disposing of piecemeal, such as by selling off the component's assets and settling
its liabilities individually; or
(b) that represents a separate major line of business or geographical area of operations;
and
(c) that can be distinguished operationally and for financial reporting purposes.
3. Under criterion (a) of the definition (paragraph 2(a)), a discontinuing operation may
be disposed of in its entirety or piecemeal, but always pursuant to an overall plan to
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4. If an enterprise sells a component substantially in its entirety, the result can be a net
gain or net loss. For such a discontinuance, there is a single date at which a binding
sale agreement is entered into, although the actual transfer of possession and control of
the discontinuing operation may occur at a later date. Also, payments to the seller may
occur at the time of the agreement, at the time of the transfer, or over an extended
future period.
(b) discontinuing, even if relatively abruptly, several products within an ongoing line
of business;
(c) shifting of some production or marketing activities for a particular line of business
from one location to another;
(e) selling a subsidiary whose activities are similar to those of the parent or other
subsidiaries.
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10. IAS 14 permits, but does not require, that different stages of vertically integrated
operations be identified as separate business segments. Such vertically integrated
business segments may satisfy criterion (b) of the definition of a discontinuing
operation.
(a) its operating assets and liabilities can be directly attributed to it;
(b) its income (gross revenue) can be directly attributed to it; and
(c) at least a majority of its operating expenses can be directly attributed to it.
12. Assets, liabilities, income, and expenses are directly attributable to a component if
they would be eliminated when the component is sold, abandoned or otherwise
disposed of. Interest and other financing cost is attributed to a discontinuing operation
only if the related debt is similarly attributed.
14. Also, some infrequently occurring events that do not qualify either as
discontinuing operations or restructurings may result in items of income or expense
that require separate disclosure pursuant to IAS 8, Net Profit or Loss for the Period,
Fundamental Errors and Changes in Accounting Policies, because their size, nature, or
incidence make them relevant to explain the performance of the enterprise for the
period.
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(a) the enterprise has entered into a binding sale agreement for substantially all of the
assets attributable to the discontinuing operation; or
(b) the enterprise's board of directors or similar governing body has both (i) approved
a detailed, formal plan for the discontinuance and (ii) made an announcement of the
plan.
18. This Standard does not establish any recognition and measurement principles.
Rather, it requires that an enterprise follow recognition and measurement principles
established in other Standards. Two Standards that are likely to be relevant in this
regard are:
19. Other Standards that may be relevant include IAS 19, Employee Benefits, with
respect to recognition of termination benefits, and IAS 16, Property, Plant and
Equipment, with respect to disposals of those kinds of assets.
Provisions
20. A discontinuing operation is a restructuring as that term is defined in IAS 37,
Provisions, Contingent Liabilities and Contingent Assets. IAS 37 provides guidance
for certain of the requirements of this Standard, including:
(a) what constitutes a "detailed, formal plan for the discontinuance" as that term is
used in paragraph 16(b) of this Standard; and
(b) what constitutes an "announcement of the plan" as that term is used in paragraph
16(b) of this Standard.
21. IAS 37 defines when a provision should be recognised. In some cases, the event
that obligates the enterprise occurs after the end of a financial reporting period but
before the financial statements for that period have been authorised for issue.
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Impairment Losses
22. The approval and announcement of a plan for discontinuance is an indication that
the assets attributable to the discontinuing operation may be impaired or that an
impairment loss previously recognised for those assets should be increased or
reversed. Therefore, in accordance with IAS 36, Impairment of Assets, an enterprise
estimates the recoverable amount of each asset of the discontinuing operation (the
higher of the asset's net selling price and its value in use) and recognises an
impairment loss or reversal of a prior impairment loss, if any.
(a) if the enterprise sells the discontinuing operation substantially in its entirety, none
of the assets of the discontinuing operation generate cash inflows independently from
other assets within the discontinuing operation. Therefore, recoverable amount is
determined for the discontinuing operation as a whole and an impairment loss, if any,
is allocated among the assets of the discontinuing operation in accordance with IAS
36;
(b) if the enterprise disposes of the discontinuing operation in other ways such as
piecemeal sales, the recoverable amount is determined for individual assets, unless the
assets are sold in groups; and
(c) if the enterprise abandons the discontinuing operation, the recoverable amount is
determined for individual assets as set out in IAS 36.
25. A price in a binding sale agreement is the best evidence of an asset's (cash-
generating unit's) net selling price or of the estimated cash inflow from ultimate
disposal in determining the asset's (cash-generating unit's) value in use.
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the carrying amount (recoverable amount) of any goodwill that can be allocated on a
reasonable and consistent basis to that discontinuing operation.
(e) the carrying amounts, as of the balance sheet date, of the total assets and the total
liabilities to be disposed of;
(f) the amounts of revenue, expenses, and pre-tax profit or loss from ordinary
activities attributable to the discontinuing operation during the current financial
reporting period, and the income tax expense relating thereto as required by paragraph
81(h) of IAS 12; and
(g) the amounts of net cash flows attributable to the operating, investing, and
financing activities of the discontinuing operation during the current financial
reporting period.
28. In measuring the assets, liabilities, revenues, expenses, gains, losses, and cash
flows of a discontinuing operation for the purpose of the disclosures required by this
Standard, such items can be attributed to a discontinuing operation if they will be
disposed of, settled, reduced, or eliminated when the discontinuance is completed. To
the extent that such items continue after completion of the discontinuance, they should
not be allocated to the discontinuing operation.
29. If an initial disclosure event occurs after the end of an enterprise's financial
reporting period but before the financial statements for that period are authorised for
issue, those financial statements should include the disclosures specified in paragraph
27 for the period covered by those financial statements.
30. For example, the board of directors of an enterprise whose financial year ends 31
December 20x5 approves a plan for a discontinuing operation on 15 December 20x5
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and announces that plan on 10 January 20x6. The board authorises the financial
statements for 20x5 for issue on 20 March 20x6. The financial statements for 20x5
include the disclosures required by paragraph 27.
Other Disclosures
31. When an enterprise disposes of assets or settles liabilities attributable to a
discontinuing operation or enters into binding agreements for the sale of such assets or
the settlement of such liabilities, it should include in its financial statements the
following information when the events occur:
(a) for any gain or loss that is recognised on the disposal of assets or settlement of
liabilities attributable to the discontinuing operation, (i) the amount of the pre-tax gain
or loss and (ii) income tax expense relating to the gain or loss, as required by
paragraph 81(h) of IAS 12; and
(b) the net selling price or range of prices (which is after deducting the expected
disposal costs) of those net assets for which the enterprise has entered into one or
more binding sale agreements, the expected timing of receipt of those cash flows, and
the carrying amount of those net assets.
32. The asset disposals, liability settlements, and binding sale agreements referred to
in the preceding paragraph may occur concurrently with the initial disclosure event, or
in the period in which the initial disclosure event occurs, or in a later period. In
accordance with IAS 10, Events After the Balance Sheet Date, if some of the assets
attributable to a discontinuing operation have actually been sold or are the subject of
one or more binding sale agreements entered into after the financial year end but
before the board approves the financial statements for issue, the financial statements
include the disclosures required by paragraph 31 if non-disclosure would affect the
ability of the users of the financial statements to make proper evaluations and
decisions.
34. Examples of events and activities that would be disclosed include the nature and
terms of binding sale agreements for the assets, a demerger of the assets via spin-off of
a separate equity security to the enterprise's shareholders, and legal or regulatory
approvals.
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36. If an enterprise abandons or withdraws from a plan that was previously reported as
a discontinuing operation, that fact and its effect should be disclosed.
37. For the purpose of applying the preceding paragraph, disclosure of the effect
includes reversal of any prior impairment loss or provision that was recognised with
respect to the discontinuing operation.
39. The disclosures required by paragraphs 27-37 may be presented either in the notes
to the financial statements or on the face of the financial statements except that the
disclosure of the amount of the pre-tax gain or loss recognised on the disposal of
assets or settlement of liabilities attributable to the discontinuing operation (paragraph
31(a)) should be shown on the face of the income statement.
40. The disclosures required by paragraphs 27(f) and 27(g) are encouraged to be
presented on the face of the income statement and cash flow statement, respectively.
42. IAS 8 defines extraordinary items as "income or expenses that arise from events or
transactions that are clearly distinct from the ordinary activities of the enterprise and
therefore are not expected to recur frequently or regularly." The two examples of
extraordinary items cited in IAS 8 are expropriations of assets and natural disasters,
both of which are types of events that are not within the control of the management of
the enterprise. As defined in this Standard, a discontinuing operation must be based on
a single plan by an enterprise's management to sell or otherwise dispose of a major
portion of the business.
43. A restructuring, transaction, or event that does not meet the definition of a
discontinuing operation in this Standard should not be called a discontinuing
operation.
Illustrative Disclosures
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44. Appendix A provides examples of the presentation and disclosures required by this
Standard.
48. This principle is consistent with the approach in IAS 34, Interim Financial
Reporting, that the notes to an interim financial report are intended to explain
significant changes since the last annual reporting date.
Effective Date
49. This International Accounting Standard becomes operative for financial statements
covering periods beginning on or after 1 January 1999. Earlier application is
encouraged in financial statements for periods ending after this Standard is published.
50. This Standard supersedes paragraphs 19-22 of IAS 8, Net Profit or Loss for the
Period, Fundamental Errors and Changes in Accounting Policies.
Appendix A
Illustrative Disclosures
This appendix is illustrative only and does not form part of the standards. The purpose
of the appendix is to illustrate the application of the standards to assist in clarifying
their meaning.
Facts
1. X Company has three segments, A, B, and C. Segment C (the clothing division) is
deemed inconsistent with the long-term direction of the Company. Management has
decided, therefore, to dispose of Segment C. On 15 November 20x1 the board of
directors of X Company voted to approve the disposal, and an announcement was
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made. On that date, the carrying amount of Segment C's net assets was 90 (assets of
105 minus liabilities of 15). The net recoverable amount of the assets carried at 105
was determined to be 85, and the Company had concluded that a pre-tax impairment
loss of 20 should be recognised. At 31 December 20x1, the carrying amount of
Segment C's net assets was 70 (assets of 85 minus liabilities of 15). There was no
further impairment of assets between 15 November and 31 December when the
financial statements were prepared.
2. On 30 September 20x2, when the carrying amount of the net assets of Segment C
continued to be 70, X Company signed a legally binding contract to sell Segment C.
The sale is expected to be completed by 31 January 20x3. The recoverable amount of
the net assets is 60. Based on that amount, International Accounting Standards require
that an additional impairment loss of 10 must be recognised. In addition, prior to 31
January 20x3, the sale contract obliges X Company to terminate the employment of
certain employees of Segment C, incurring an expected termination cost of 30, to be
paid by 30 June 20x3. International Accounting Standards would require that a
liability and related expense be recognised in this amount. The company continued to
operate Segment C throughout 20x2. At 31 December 20x2, the carrying amount of
Segment C's net assets is now 45, consisting of assets of 80 minus liabilities of 35
(including the provision for expected termination cost of 30). The corporate income
tax rate is 30 per cent.
5. The carrying amounts of Segment C's total assets and total liabilities at 31
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6. The income statement of the enterprise for the years 20x1 and 20x2 could be
presented as follows. Note that Year 20x1 has been restated to segregate the
discontinuing and continuing operations, as required by paragraph 45 of this Standard:
20x2 20x1
Continuing operations (Segments A & B):
Revenue 100 90
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Gain on Disposal[1]
12. To change the facts of the example slightly, on 30 September 20x2 (when the
carrying amount of Segment C's net assets was 70) X Company signed a binding
contract to sell Segment C for 120, rather than 60. The contract continued to oblige the
Company for the employee termination costs of 30. In that case, an impairment loss
would not have been recognised in 20x2. The 30 pre-tax provision would be
recognised as a liability and an expense in 20x2. In 20x3, a pre-tax gain on disposal of
50 will be recognised when the transaction is completed and, in accordance with
paragraph 39, will be presented on the face of the income statement.
13. The following is an example of how the 20x3 income statement might appear:
20x3 20x2
Continuing operations (Segments A & B):
Revenue 150 100
Expenses (102) (60)
Pre-tax profit from operating activities 48 40
Interest (20) (20)
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Appendix B
Classification of Prior Period Operations
This appendix is illustrative only and does not form part of the standards. The purpose
of the appendix is to illustrate the application of the standards to assist in clarifying
their meaning.
Facts
1. paragraph 45 requires that comparative information for prior periods that is
presented in financial statements prepared after the initial disclosure event be restated
to segregate continuing and discontinuing assets, liabilities, income, expenses, and
cash flows in a manner similar to that required by paragraphs 27-43.
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(b) in year 3, operation D is discontinued (approved for disposal and actually disposed
of);
(c) in year 4, operation B is discontinued (approved for disposal and actually disposed
of) and operation E is acquired; and
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B
C C
E E
F
5. If, for whatever reason, five-year comparative financial statements were prepared in
year 5, the classification of continuing and discontinuing operations would be as
follows:
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[1]
This section of the example has been changed from that in the version of IAS 35
approved in 1998. As approved, this example was consistent with the proposed
requirements in E59, which would have permitted "reasonably expected future events"
to reduce the amount recognised as a provision. However, IAS 37, Provisions,
Contingent Liabilities and Contingent Assets, does not permit such treatment. This
example has been amended to conform to IAS 37.
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