FASB removes goodwill project from its technical agenda

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17 Jun 2022

During its meeting held on Wednesday, the US Financial Accounting Standards Board (FASB) unanimously decided to end the four-year project that had aimed at simplifying how companies calculate goodwill impairments.

While the approaches of IASB and FASB on goodwill accounting had been reasonably converged for some time, the Boards seemed to be going separate ways recently.

In July 2019, the FASB issued an invitation to comment Identifiable Intangible Assets and Subsequent Accounting for Goodwill, which noted that the FASB was considering whether to change the subsequent accounting for goodwill for cost-benefit reasons. In December 2020, during the deliberation of the responses, the FASB tentatively decided to reintroduce amortisation of goodwill (please see the decision summary on the FASB website). In fact, the agenda paper prepared for Wednesday's meeting (link to FASB website) notes among the major tentative decisions to date:

  • Amortize goodwill on a straight-line basis over a 10-year default period or over an estimated period (using an open list of factors to consider), limited to a 25-year cap.
  • Reassessing the amortization period would be prohibited.

The IASB has also been discussing restoring amortisation of goodwill. In December 2017, the Board decided tentatively not to reintroduce amortisation and to focus on improving the impairment model instead. Consequently, the discussion paper DP/2020/1 Business Combinations — Disclosures, Goodwill and Impairment published in March 2020 notes: "The Board reached a preliminary view that it should retain an impairment-only approach." The IASB continues to move forward with its project and the most recent agenda paper in the project (May 2022, link to IASB website) notes that in Q4 2022, the staff plans to ask the IASB whether to move the project from the research phase to the standard-setting phase. (The agenda paper was written before the FASB's decision on Wednesday.)

While views are split on whether amortisation of goodwill should be reintroduced, calls for convergence between the FASB and IASB approaches remain strong. A survey released by the CFA Institute in December 2021 revealed that a majority its members (58%) supported retaining an impairment approach (with improvements) and only 31% of the respondents supported the introduction of amortisation. At the same time, the survey noted:

Respondents were in raging agreement that the IASB and FASB should follow the same approach in the accounting for goodwill (90%) and in the subsequent measurement of goodwill (94%).

An IOSCO statement released in February 2021 also noted:

We observe that when the requirements under U.S. GAAP are as aligned as possible with those under IFRS on accounting for goodwill, there is greater comparability in financial statements prepared under IFRS and U.S. GAAP. [...] We believe that maintaining and enhancing convergence in this area should continue to be an important consideration for the IASB and FASB.

Most recently, SEC Acting Chief Accountant Paul Munter cautioned in a February 2022 statement (link to SEC website) that FASB decisions need to consider the significant diversity in views expressed by investors and other stakeholders regarding the FASB’s goodwill project, particularly regarding whether goodwill should be amortised. He wrote:

We emphasize the importance of a robust process and analysis to make the case for any changes in the accounting for goodwill, which would include, among other things, the extent to which international convergence in this area is necessary or appropriate in the public interest.

The FASB has published a short (one-sentence) statement on its decision in its summary of tentative Board decisions (link to FASB website). However, a recording of the session (approx. 30 minutes) is available on YouTube.

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