Other than ASC 505-10-45-2
(discussed in FG 4.5.1
), there is no authoritative guidance that deals directly with advances to, and receivables from, shareholders of private companies. With the limited guidance, we believe the decision to reflect an advance to, or receivable from, a shareholder as an asset or, alternatively, as a reduction of shareholders’ equity, is dependent upon the specific facts of each situation. Generally, advances to, or receivables from, shareholders should be recognized as a reduction of equity. However, as discussed in ASC 505-10-45-2
, there may be some circumstances in which it is acceptable to classify the advance or receivable as an asset. A reporting entity should consider the following factors when determining the appropriate classification.
• The nature of the advance and the circumstances giving rise to the transaction
In general, asset classification is only appropriate when an advance to, or receivable from, a shareholder is short-term and results from the normal course of business.
• Whether the receivable has fixed repayment terms and whether it is interest-bearing or collateralized
• The frequency of such advances and prior repayment histories
Question FG 4-1 discusses how a reporting entity should classify equal advances made to shareholders.
Question FG 4-1
Five shareholders each own 20% of a reporting entity. All five shareholders receive advances in the same amount with no interest or repayment terms. How should the reporting entity account for the advances?
The reporting entity should account for the advances as a dividend because they are made to all shareholders and do not provide for repayment or the payment of interest.
If, on the other hand, not all of the shareholders received advances, the reporting entity would account for the advances as a reduction of shareholders’ equity.
Question FG 4-2 discusses how a subsidiary should classify periodic advances to its parent when the parent has no means to repay the subsidiary.
Question FG 4-2
The parent receives periodic advances from a subsidiary to fund its debt service and has no means to repay the subsidiary. How should the subsidiary classify the advances to its parent in its separate financial statements?
The subsidiary should classify the advances to its parent as a reduction of shareholder’s equity or a dividend, not as an asset, in its separate financial statements.
Question FG 4-3 discusses how subsidiaries classify advances to their parent when the parent historically repaid the advances.
Question FG 4-3
A corporate conglomerate with numerous operating subsidiaries obtains advances from its subsidiaries as an alternative to bank financing. Historically, the parent has repaid the advances. How should the subsidiaries classify the advances to their parent in their separate financial statements?
If the historical and current operations support the parent’s ability and intent to repay the advances, the subsidiaries may classify the advances to their parent as assets in their separate financial statements.
Question FG 4-4 discusses how a subsidiary should classify receivables from its parent when the subsidiary sells substantially all of its manufactured goods to the parent and recoverability of intercompany receivables has not historically been an issue.
Question FG 4-4
A subsidiary sells substantially all of its manufactured goods to its parent. Intercompany receivables are settled periodically and historically, recoverability has not been an issue. How should the subsidiary classify the receivable from its parent in its separate financial statements?
The subsidiary may classify the receivables from its parent as an asset in its separate financial statements.
Question FG 4-5 discusses how a reporting entity should classify advances made to a shareholder who has failed to repay advances in the past.
Question FG 4-5
A reporting entity makes an advance to a shareholder to whom it has a history of making advances. The shareholder has failed to repay advances in the past and the reporting entity has forgiven the indebtedness. How should the reporting entity classify the advance?
The reporting entity should account for the advance as a reduction of shareholders’ equity because the reporting entity’s history with the shareholder leaves repayment of the advance in doubt.
Regardless of whether the advance to or receivable from the shareholder is recorded as an asset or in equity, a reporting entity should consider the disclosure requirements of ASC 850
, Related Party Disclosures.
See FSP 26
for information on disclosure of related party transactions.