Step 1 Identify the contract with the customer

Step 1 Identify the contract with the customer

– is the starting point of IFRS 15 Revenue from contract with customers. IFRS 15 The revenue recognition standard provides a single comprehensive standard that applies to nearly all industries and has changed revenue recognition quite significant. Step 1 Identify the contract with the customer

IFRS 15 introduced a five step process for recognising revenue, as follows:Step 1 Identify the contract with the customer

      1. Identify the contract with the customer
      2. Identify the performance obligations in the contract
      3. Determine the transaction price for the contract
      4. Allocate the transaction price to each specific performance obligation
      5. Recognise the revenue when the entity satisfies each performance obligation


INTRO – Step 1: Identify the contract with the customer – A contract with a customer is in the scope of IFRS 15 when the contract is legally enforceable and certain criteria are met. If the criteria are not met, then the contract does not exist for purposes of applying the general model of IFRS 15, and any consideration received from the customer is generally recognized as a deposit (liability). Contracts entered into at or near the same time with the same customer (or a related party of the customer) are combined and treated as a single contract when certain criteria are met.

1. Criteria to determine whether a contract exists

IFRS 15 defines a ‘contract’ as an agreement between two or more parties that creates enforceable rights and obligations and specifies that enforceability is a matter of law. Contracts can be written, oral, or implied by an entity’s customary business practices. [IFRS 15.10]

A contract does not exist when each party has the unilateral right to terminate a wholly unperformed contract without compensation. [IFRS 15.12]

A contract with a customer is in the scope of IFRS 15 when it is legally enforceable and meets all of the following criteria. [IFRS 15.9]

4 criteria contract IFRS 15

In making the collectibility assessment, an entity considers the customer’s ability and intention (which includes assessing its creditworthiness) to pay the amount of consideration when it is due. This assessment is made after taking into account any price concessions that the entity may offer to the customer (see Variable consideration and the constraint). [IFRS 15.9(e)]

If the criteria are not initially met, then an entity continually reassesses the contract against them and applies the requirements of IFRS 15 to the contract from the date on which the criteria are met. Any consideration received for a contract that does not meet the criteria is accounted for under the requirements in ‘Consideration received before concluding that a contract exists’. [IFRS 15.14]

If a contract meets all of the criteria at contract inception, then an entity does not reassess the criteria unless there is an indication of a significant change in the facts and circumstances. If on reassessment an entity determines that the criteria are no longer met, then it ceases to apply IFRS 15 to the contract from that date, but does not reverse any revenue previously recognized. [IFRS 15.13]

Case – Assessing the existence of a contract – Sale of real estate

In an agreement to sell real estate, Seller X assesses the existence of a contract. In making this assessment, Seller X considers factors such as:

  • the buyer’s available financial resources;
  • the buyer’s commitment to the contract, which may be determined based on the importance of the property to the buyer’s operations;
  • Seller X’s prior experience with similar contracts and buyers under similar circumstances;
  • Seller X’s intention to enforce its contractual rights;
  • the payment terms of the arrangement; and
  • whether the seller’s receivable is subject to future subordination.

If Seller X concludes that it is not probable that it will collect the amount to which it expects to be entitled, then a contract to transfer control of the real estate does not exist. Instead, Seller X applies the guidance on consideration received before concluding that a contract exists (see consideration received before concluding that a contract exists below), and initially accounts for any cash collected as a deposit (liability).

Case – Assessing the existence of a contract – No written sales agreement

Shoe Manufacturer A holds products available to ship to customers before the end of its current fiscal year. Shoe Store B places an order for the product, and Shoe Manufacturer A delivers the product before the end of its current fiscal year.

Shoe Manufacturer A generally enters into written sales agreements with this class of customer that require the signatures of the authorized representatives of both parties. Shoe Manufacturer A prepares a written sales agreement, and its authorized representative signs the agreement before the end of the year. Shoe Store B does not sign the agreement before the end of Shoe Manufacturer A’s fiscal year. However, Shoe Store B’s purchasing department has orally agreed to the purchase and stated that it is highly likely that the contract will be signed in the first week of Shoe Manufacturer A’s next fiscal year.

After consulting its legal counsel and obtaining a legal opinion, Shoe Manufacturer A determines that based on local laws and legal precedent in Shoe Store B’s jurisdiction, Shoe Store B is legally obliged to pay for the products shipped to it under the agreement, even though Shoe Store B has not yet signed the agreement.

Therefore, Shoe Manufacturer A concludes that a contract exists and applies the general requirements of IFRS 15 to sales made under the agreement up to the year-end.

Case – Collectability threshold – Assessment based on goods or services to be transferred

Company C contracts with Customer D to sell 1,000 units for a fixed price of 1,000,000. Customer D has a poor payment history and often seeks price adjustments after receiving orders and so Company C assesses that it is probable it will only collect 70% of the amounts due under the contract.

Based on its assessment of the facts and circumstances, Company C expects to provide an implicit price concession and accept 70% of the fixed price from Customer D. When assessing whether collectibility is probable, Company C assesses whether it expects to receive 700,000, which is the amount after the expected implicit price concession.

On subsequent re-assessment, if Company C expects to collect more than 700,000, then it recognizes the excess as revenue. If Company C subsequently assesses it will collect less than 700,000, then the shortfall is recognized as a bad debt expense, which is measured using the guidance on impairment of receivables. If Company C determines it has granted an additional price concession, then the shortfall would be a reduction of transaction price and revenue.

Case – Collectability

A vendor sells a product to a customer in return for a contractually agreed amount of CU 1 million. This is the vendor’s first sale to a customer in the geographic region, and the region is experiencing significant economic difficulty. The vendor therefore expects that it will not be able to collect the full amount of the contract price.

Despite the fact that it may not collect the full amount, the vendor believes that economic conditions in the region will improve in future. It also considers that establishing a trading relationship with this customer could help it to open up a new market with other potential customers in the region.

This means that instead of the contract price being fixed at CU1 million, the amount of promised consideration is variable. The vendor assesses the customer’s intention and ability to pay and, based on the facts and circumstances and taking into account the poor economic conditions, it is concluded that it is probable that it will be entitled to an estimated amount of CU500,000 and that the customer will pay this amount.

Assuming that the other four criteria set out above are met, the vendor concludes that it has entered into a contract for the sale of the product in return for variable consideration of CU500,000.

2. Assessment focuses on enforceability, not form of the contract

The assessment of whether a contract exists for the purposes of applying IFRS 15 focuses on the enforceability of rights and obligations based on the relevant laws and regulations rather than the form of the contract (oral, implied, or written). This may require significant judgment in some jurisdictions or for some arrangements, and may result in different assessments for similar contracts in different jurisdictions. In cases of significant uncertainty about enforceability, a written contract and legal interpretation by qualified counsel may be required to support a conclusion that the parties to the contract have approved and are committed to perform under the contract.

However, although the contract has to create enforceable rights and obligations, some of the promises in the contract to deliver a good or service to the customer may be considered performance obligations even though they are not legally enforceable (see Step 2: Identify the performance obligation in the contract in link).

Collectability is only a gating question

Under current requirements, an entity assesses collectibility when determining whether to recognize revenue. Under IFRS 15, the collectibility criterion is included as a gating question designed to prevent entities from applying the revenue model to problematic contracts and recognizing revenue and a large impairment loss at the same time. [IFRS 15.9]

Collectability is assessed based on the amount the entity expects to receive in exchange for goods or services

The collectability threshold is applied to the amount to which the entity expects to be entitled in exchange for the goods and services that will be transferred to the customer, which may not be the stated contract price. The assessment considers:

  • the entity’s legal rights;
  • past practice;
  • how the entity intends to manage its exposure to credit risk throughout the contract; and
  • the customer’s ability and intention to pay.

The collectability assessment is limited to the consideration attributable to the goods or services to be transferred to the customer for the non-cancellable term of the contract. For example, if a contract has a two-year term but either party can terminate after one year without penalty, then an entity assesses the collectibility of the consideration promised in the first year of the contract (i.e. the non-cancellable term of the contract).

Judgment required to differentiate between a collectibility issue and a price concession

Judgment will be required in evaluating whether the likelihood that an entity will not receive the full amount of stated consideration in a contract gives rise to a collectibility issue or a price concession. [IFRS 15.52]

IFRS 15 includes two examples of implicit price concessions: a life science prescription drug sale (Example 2 in IFRS 15) and a transaction to provide health care services to an uninsured (self-pay) patient (Example 3 in IFRS 15). In both examples, the entity concludes that the transaction price is not the stated price or standard rate and that the promised consideration is variable. Consequently, an entity may need to determine the transaction price in Step 3 of the model, including any price concessions, before concluding on the collectibility criterion in Step 1 of the model.

Collectability threshold may be assessed using information derived at the portfolio level

In some situations, an entity may use a portfolio of historical data to estimate the amounts that it expects to collect. This type of analysis may be appropriate when an entity has a high volume of homogeneous transactions. These estimates are then used as an input into the overall assessment of collectibility for a specific contract. [IFRS 15.4]

For example, if on average a vendor collects 60 percent of amounts billed for a homogeneous class of customer transactions and does not intend to offer a price concession, then this may be an indicator that collection of the full contract amount for a contract with a customer within that class is not probable. Therefore, the criterion requiring collection of the consideration under the contract to be probable may not be met.

Conversely, if on average a vendor collects 90 percent of amounts billed for a homogeneous class of contracts with customers, then this may indicate that collection of the full contract amount for a contract with a customer within that class is probable. Therefore, the criterion requiring collection of the consideration under the contract to be probable may be met. However, if the average collections were 90 percent because the vendor generally only collected 90 percent from each individual contract, then this may indicate that the vendor has granted a 10 percent price concession to its customer. For a discussion of the differentiation between collectability issue and a price concession, see above.

Collectability is only reassessed when there is a significant deterioration in the customer’s credit worthiness

An entity does not reassess the Step 1 collectability criteria unless there is a significant change in facts and circumstances that results in a significant deterioration in the customer’s creditworthiness. For example, a significant deterioration in a customer’s ability to pay because it lost one of its customers that accounts for 75 percent of its annual sales would likely lead to a reassessment.

The determination of whether there is a significant deterioration in the customer’s creditworthiness will be situation-specific and will often be a matter of judgment. The evaluation is not intended to capture changes of a more minor nature – that is, those that do not call into question the validity of the contract. Nor does it capture changing circumstances that might reasonably fluctuate during the contract term (especially for a long-term contract) that do not have a significant effect.

If the entity determines that collectability is no longer probable, then it discontinues revenue accounting and follows the guidance on accounting for consideration received when a contract does not exist – see consideration received before concluding that a contract exists in the link.

Collectability assessment required for contracts with a significant financing component

The assessment of collectability in Step 1 of the model applies equally to contracts with or without a significant financing component. This is regardless of the fact that credit worthiness is factored into the discount rate and therefore the transaction price for a contract with a significant financing component.

Fiscal funding clauses may affect the assessment of whether a contract exists

When the customer in a contract is a government, there may be a fiscal funding clause stating that the contract is cancellable if the funding authority does not appropriate the funds necessary for the government to pay. Judgment will need to be applied to determine whether a contract exists when delivery of goods or services commences before funding has been formally approved.

Enforceable rights and obligations for an expired contract when the entity continues to provide services

In some cases, an entity may continue to deliver services to a customer under the terms of a contract after it has expired – e.g. when terms of the new contract to replace the existing one are not finalized before the expiration date of the existing contract. If the entity has legally enforceable rights and obligations related to these services, then the services delivered are accounted for using the general guidance of IFRS 15.

Conversely, if the entity does not have legally enforceable rights and obligations for the services delivered after the contract expires, then it applies the guidance on accounting for consideration received before a contract exists – see consideration received before concluding that a contract exists in the link.

Making the assessment of whether enforceable rights and obligations exist will often be complex and may require an entity to seek legal advice to determine whether it has enforceable rights and obligations after the expiration date of the contract.

Whether a Master Service Agreement represents a contract depends on facts and circumstances

Generally, a Master Service Agreement (MSA) under which a customer is required to place subsequent purchase orders to obtain goods or services does not itself constitute a contract with a customer. Unless the MSA requires that minimum quantities be purchased, the MSA only establishes the terms under which orders to purchase goods or services may be placed rather than creating enforceable rights and obligations for goods or services for the parties. However, enforceability is a matter of law in the relevant jurisdiction and each MSA will need to be evaluated based on its terms and conditions and local law. [IFRS 15.9, IFRS 15.12]

When the MSA does not create enforceable rights and obligations, it will normally be the purchase order (PO) that creates enforceable rights and obligations between the entity and the customer. Therefore, the PO in combination with the MSA will be evaluated to determine whether the Step 1 criteria are met and a contract exists. However, if additional steps must be taken for the PO to create legally enforceable rights and obligations (e.g. executing a supplemental contract or addendum to the MSA subsequent to receipt of the PO), then a contract with a customer will not exist until those steps are completed.

Purchase orders under the same MSA may need to be combined

Even if the MSA is not legally enforceable, the pricing among the POs may be interrelated. POs that are issued separately should be evaluated and combined if the criteria for combining contracts are met. For further discussion of combination of contracts, see combination of contracts in the link. [IFRS 15.BC73]

This may result in the transaction price for an individual PO being different from the stated contract price. For example, if unit prices are 100 in Month 1 and 80 in Month 2 for the same product, and the customer will order the same quantity in each month, then the entity assesses whether the POs were negotiated as a single commercial package (i.e. price adjustments were made for cash flow reasons) or independent of one another. If the entity concludes that the POs should be combined, then this results in revenue of 90 per unit in Months 1 and 2.

When POs are not combined, the MSA still needs to be considered to determine if there are implicit or explicit promises that need to be considered in Step 2 of the model. This includes considering whether the pricing on subsequent POs may include a material right in Step 2, or any variable consideration in Step 3 (e.g. a rebate or discount), that are not disclosed in the PO.

Contracting practices may need to be evaluated by customer class

Contracting practices with different classes of customers within the same jurisdiction may need to be evaluated. For example, an entity may have a business practice of using written contracts. However, the entity may enter into arrangements with certain customers whose business practices of providing evidence of an arrangement differ from the entity’s own practice.

If an entity establishes a different practice for evidencing an arrangement for specific customers, including implied contracts for various classes of customers (e.g. by customer type, geographic regions, product types, or sales price ranges), then it may need to consult legal counsel to determine whether these practices affect the determination of whether the arrangement is legally enforceable.

It may be advisable for an entity to document its conclusions about its evaluation of legal enforceability for each arrangement. Depending on the circumstances, it may also be appropriate for an entity to develop documentation for a particular customer or class of customer, or by jurisdiction.

3. Term of the contract

IFRS 15 is applied to the duration of the contract (i.e. the contractual period) in which the parties to the contract have presently enforceable rights and obligations. [IFRS 15.11]

A contract does not exist if each party to the contract has the unilateral enforceable right to terminate a wholly unperformed contract without compensating the other party (or parties). [IFRS 15.12]

A contract is wholly unperformed if both of the following criteria are met:
the entity has not yet transferred any promised goods or services to the customer; and
the entity has not yet received, and is not yet entitled to receive, any consideration in exchange for promised goods or services.

Contract term affects many parts of IFRS 15

The determination of the contract term is important because it may affect the measurement and allocation of the transaction price, the collectability assessment, the timing of revenue recognition for up-front nonrefundable fees, contract modifications, and the identification of material rights.

Consideration payable on termination can affect assessment of contract term

If a contract can be terminated by compensating the other party and the right to compensation is considered substantive, then its duration is either the specified period or the period up to the point at which the contract can be terminated without compensating the other party.

However, if a contract can be terminated by either party without substantive compensation, then its term does not extend beyond the goods and services already provided.

In making the assessment of whether the right to compensation is substantive, an entity considers all relevant factors, including legal enforceability of the right to compensation on termination. If an entity has a past practice of not enforcing a termination penalty and that practice changes the legally enforceable rights and obligations, then that could affect the contractual term.

Compensation is broader than only termination payments

A payment to compensate the other party upon termination is any amount (or other transfer of value – e.g. equity instruments) other than a payment due as a result of goods or services transferred up to the termination date. It is not restricted only to payments explicitly characterized as termination penalties.

Ability of either party to cancel the contract at discrete points in time may limit the term of the contract

If an entity enters into a contract with a customer that can be renewed or cancelled by either party at discrete points in time without significant penalty, then it accounts for its rights and obligations as a separate contract for the period during which the contract cannot be cancelled by either party. Upon commencement of each service period (e.g. a month in a month-to-month arrangement), where the entity has begun to perform and the customer has not cancelled the contract, the entity normally obtains enforceable rights relative to fees owed for those services, and a contract exists.

Evergreen contracts

For the purposes of assessing contract term, an evergreen contract (i.e. a contract that automatically renews) that is cancellable by either party each period (e.g. on a month-to-month basis) without penalty is no different from a similar contract structured to require the parties to actively elect to renew the contract each period (e.g. place a new order, sign a new contract). In these situations, an entity should not automatically assume a contract period that extends beyond the current period (e.g. the current month).

Only the customer has a right to terminate the contract

If only the customer has the right to terminate the contract without penalty and the entity is otherwise obligated to continue to perform until the end of a specified period, then the contract is evaluated to determine whether the option gives the customer a material right (see customer options for additional goods or services in the link).

4. Consideration received before concluding that a contract exists

The following flow chart outlines when consideration received from a contract that is not yet in the scope of IFRS 15 can be recognized. [IFRS 15.15–16]

before concluding that a contract

The entity is, however, required to reassess the arrangement and, if Step 1 of the model is subsequently met, begin applying the revenue model to the arrangement.

Working example – Cumulative catch-up adjustment for consideration received before a contract exists [IFRS 15.16]

Company A and Customer B enter into a 12-month service agreement that requires Customer B to pay service fees of 800 per month. The agreement expires on May 31, but Company A continues to deliver services and Company B continues to pay 800 a month. A new agreement requiring a fee of 1,000 per month is signed on July 31, which applies retrospectively from June 1.

Company A’s legal counsel advises that an enforceable obligation for Customer B to pay Company A for services provided in June and July did not exist before the new agreement was executed on July 31. Company A therefore concludes that a contract did not exist in June and July.

Because the existing contract was terminated on May 31, Company A would record the June and July payments of 1,600 received from Customer B as revenue only once performance in those months is complete and substantially all of the promised consideration of 1,600 is collected and non-refundable.

Alternatively, if that was not the case, Company A would defer 1,600 of consideration received and recognize it as a liability until there was an enforceable contract (July 31). Company A would recognize 2,000 as of July 31 on a cumulative catch-up basis (1,000 for each month) once the agreement is enforceable because the pricing of 1,000 applies from June 1. For further discussion of timing of revenue recognition when an entity initially concludes that a contract does not exist and subsequently determines that a contract does exist, see measuring progress toward complete satisfaction of a performance obligation in the link.

However, if it had been determined that an enforceable contract existed as of June 1 even in the absence of a formally executed agreement on July 31, revenue would continue to have been recognized on a monthly basis based on a legal interpretation of the enforceable rights and obligations of the parties.

Because the monthly fee amount may be uncertain, Company A would be required to estimate the total amount of variable consideration (subject to the constraint) to which it would be entitled in exchange for transferring the promised services (for further discussion of variable consideration and the constraint, see variable consideration and the constraint in the link).

In this case, the signing of the contract on July 31 would be accounted for, either as an adjustment to the variable consideration, or if the consideration was not deemed to be variable, as a contract modification. For further discussion of contract modifications, see contract modifications (identify a contract modification) in the link.

Revenue recognition may be deferred for a significant period

If an entity cannot conclude that a legally enforceable contract exists, then it may be difficult to evaluate when all or substantially all of the promised consideration has been received and is nonrefundable. In some cases, an entity may have a deposit liability recognized for a significant period of time before it can conclude that a contract exists in the model or that the criteria for recognizing the consideration as revenue are met.

A receivable is generally not recognized when the collectability threshold is not met

Generally, when an entity concludes that a contract does not exist because the collectibility threshold is not met, the entity does not record a receivable for consideration that it has not yet received, for the goods or services transferred to the customer.

5. Combination of contracts IFRS 15

The following flow chart outlines the criteria in IFRS 15 for determining when an entity combines two or more contracts and accounts for them as a single contract. [IFRS 15.17]

Step 1 Identify the contract with the customer

Case – Combination of contracts for related services

Software Company A enters into a contract to license its customer relationship management software to Customer B.Three days later, in a separate contract, Software Company A agrees to provide consulting services to significantly customize the licensed software to function in Customer B’s IT environment. Customer B is unable to use the software until the customization services are complete.

Software Company A determines that the two contracts are combined because they were entered into at nearly the same time with the same customer, and the goods or services in the contracts are a single performance obligation. For further discussion on identifying the performance obligations in a contract (see Step 2 of the model).

Evaluating ‘at or near the same time’ when determining whether contracts should be combined

The accounting for a contract depends on an entity’s present rights and obligations, rather than on how the entity structures the contract. IFRS 15 does not provide a bright line for evaluating what constitutes ‘at or near the same time’ to determine whether contracts should be combined for the purposes of applying the standard. Therefore, an entity should evaluate its specific facts and circumstances when analyzing the elapsed period of time.

Specifically, the entity should consider its business practices to determine what represents a minimum period of time that would provide evidence that the contracts were negotiated at or near the same time. Additionally, the entity should evaluate why the arrangements were written as separate contracts and how the contracts were negotiated (e.g. both contracts negotiated with the same parties versus different divisions within the entity negotiating separately with a customer).

An entity needs to establish procedures to identify multiple contracts initiated with the same customer on a timely basis to ensure that these arrangements are evaluated to determine whether they should be combined into a single contract for accounting purposes.

In addition, an entity should consider whether a separate agreement is a modification to the original agreement and whether it should be accounted for as a new contract or as part of the existing contract. For a discussion of contract modifications, see contract modifications in the link.

Definition of related parties acquires new significance

IFRS 15 specifies that for two or more contracts to be combined, they should be with the same customer or related parties of the customer. The Boards state that the term ‘related parties’ as used in IFRS 15 has the same meaning as the definition in current related party guidance. This means that the definition originally developed in IFRS for disclosure purposes acquires a new significance, because it can affect the recognition and measurement of revenue transactions.

Criteria for combining contracts are similar but not identical to old guidance for IAS 11 construction contracts

IFRS contains explicit guidance on combining construction contracts. The contracts must be: negotiated as a package; function as a single project; require closely interrelated activities, and performed concurrently or in a continuous sequence, which is sometimes applied by analogy to other contracts to identify different components of a transaction.

Additional complexities for sales through distribution channels

When applying the guidance on combining contracts, an entity needs to determine who the customer is under the contract. Contracts entered into by an entity with various parties in the distribution channel that are not customers of the entity are not combined.

For example, for automotive manufacturers the customer for the sale of a vehicle is typically a dealer, while the customer for a lease of a vehicle is typically the end consumer. Because the dealer and the end consumer are not related parties, these contracts (the initial sales contract for the vehicle to the dealer and the subsequent lease contract with the end consumer) are not evaluated for the purpose of combining them, and are treated as separate contracts. However, in other situations an entity’s customer may be acting as an agent for the end consumer. In these situations, the contracts will need to be evaluated for the purpose of combining them.

However, performance obligations that an entity implicitly or explicitly promises to an end consumer in a distribution channel – e.g. free services to the end customer when the entity’s sale is to an intermediary party – are evaluated as part of the contract.

For further discussion on identifying the performance obligations in a contract, go to Step 2 of the model. Step 1 Identify the contract with the customer Step 1 Identify the contract with the customer

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Something else -   IFRS 15 Pre-Contract Establishment Date activities - Important to know

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Step 4 Allocate the transaction price

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