国际会计准则第24号关联方披露【外文翻译】概要1

1、本科毕业论文（设计）外 文 翻 译外文出处 International Financial Reporting Standards, 2002：412-415 外文作者 International Accounting Standards Board 原文：IAS24 Related Party DisclosuresThis reformatted International Accounting Standard supersedes the Standard originally approved by the Board in March 1984. It is presented i

2、n the revised format adopted for International Accounting Standards in 1991 onwards. No substantive changes have been made to the original approved text. Certain terminology has been changed to bring it into line with current IASC practice. The standards, which have been set in bold italic type, sho

3、uld 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). ObjectiveTh

4、e objective of this Standard is to ensure that an entitys financial statements contain the disclosures necessary to draw attention to the possibility that its financial position and profit or loss may have been affected by the existence of related parties and by transactions and outstanding balances

5、 with such parties.Scope 1. This Standard should be applied in dealing with related parties and transactions between a reporting enterprise and its related parties. The requirements of this Standard apply to the financial statements of each reporting enterprise. 2. This Standard applies only to thos

6、e related party relationships described in paragraph 3, as modified by paragraph 6. 3. This Standard deals only with those related party relationships described in (a) to (e) below: (a) Enterprises that directly, or indirectly through one or more intermediaries, control, or are controlled by, or are

7、 under common control with, the reporting enterprise. (This includes holding companies, subsidiaries and fellow subsidiaries); (b) Associates (see IAS 28, Accounting for Investments in Associates); (c) Individuals owning, directly or indirectly, an interest in the voting power of the reporting enter

8、prise that gives them significant influence over the enterprise, and close members of the family 1 of any such individual; (d) Key management personnel, that is, those persons having authority and responsibility for planning, directing and controlling the activities of the reporting enterprise, incl

9、uding directors and officers of companies and close members of the families of such individuals; and (e) Enterprises in which a substantial interest in the voting power is owned, directly or indirectly, by any person described in (c) or (d) or over which such a person is able to exercise significant

10、 influence. This includes enterprises owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise. In considering each possible related party relationship, attention is directed to the substance of

11、the relationship, and not merely the legal form. 4. No disclosure of transactions is required:(a) In consolidated financial statements in respect of intra-group transactions; (b) In parent financial statements when they are made available or published with the consolidated financial statements; (c)

12、In financial statements of a wholly-owned subsidiary if its parent is incorporated in the same country and provides consolidated financial statements in that country; and (d) In financial statements of state-controlled enterprises of transactions with other state- controlled enterprises. Definitions

13、 5. The following terms are used in this Standard with the meanings specified: Related party - parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial and operating decisions.Related party

14、 transaction - a transfer of resources or obligations between related parties, regardless of whether a price is charged. Control - ownership, directly, or indirectly through subsidiaries, of more than one half of the voting power of an enterprise, or a substantial interest in voting power and the po

15、wer to direct, by statute or agreement, the financial and operating policies of the management of the enterprise. Significant influence (for the purpose of this Standard) - participation in the financial and operating policy decisions of an enterprise, but not control of those policies. Significant

16、influence may be exercised in several ways, usually by representation on the board of directors but also by, for example, participation in the policy making process, material intercompany transactions, Inter change of managerial personnel or dependence on technical information. Significant Influence

17、 may be gained by share ownership, statute or agreement. With share ownership, significant influence is presumed in accordance with the definition contained in IAS 28, Accounting for Investments in Associates. 6. In the context of this Standard, the following are deemed not to be related parties: (a

18、) Two companies simply because they have a director in common, notwithstanding paragraphs 3 (d) and (e) above, (but it is necessary to consider the possibility, and to assess the likelihood, that the director would be able to affect the policies of both companies in their mutual dealings); (b) (i) P

19、roviders of finance; (ii) Trade unions; (iii) Public utilities; (iv) Government departments and agencies, In the course of their normal dealings with an enterprise by virtue only of those dealings (although they may circumscribe the freedom of action of an enterprise or participate in its decision-m

20、aking process); and (c) A single customer, supplier, franchisor, distributor, or general agent with whom an enterprise transacts a significant volume of business merely by virtue of the resulting economic dependence. The Related Party Issue 7. Related party relationships are a normal feature of comm

21、erce and business. For example, enterprises frequently carry on separate parts of their activities through subsidiary or associated enterprises and acquire interests in other enterprises - for investment purposes or for trading reasons - that are of sufficient proportions that the investing company

22、can control or exercise significant influence on the financial and operating decisions of its investee. 8. A related party relationship could have an effect on the financial position and operating results of the reporting enterprise. Related parties may enter into transactions which unrelated partie

23、s would not enter into. Also, transactions between related parties may not be effected at the same amounts as between unrelated parties. 9. The operating results and financial position of an enterprise may be affected by a related party relationship even if related party transactions do not occur. T

24、he mere existence of the relationship may be sufficient to affect the transactions of the reporting enterprise with other parties. For example, a subsidiary may terminate relations with a trading partner on acquisition by the parent of a fellow subsidiary engaged in the same trade as the former part

25、ner. Alternatively, one party may refrain from acting because of the significant influence of another - for example, a subsidiary may be instructed by its parent not to engage in research and development. 10. Because there is an inherent difficulty for management to determine the effect of influence

26、s which do not lead to transactions, disclosure of such effects is not required by this Standard. 11. Accounting recognition of a transfer of resources is normally based on the price agreed between the parties. Between unrelated parties the price is an arms length price. Related parties may have a d

27、egree of flexibility in the price-setting process that is not present in transactions between unrelated parties. 12. A variety of methods is used to price transactions between related parties. 13. One way of determining a price for a transaction between related parties is by the comparable uncontrol

28、led price method, which sets the price by reference to comparable goods sold in an economically comparable market to a buyer unrelated to the seller. Where the goods or services supplied in a related party transaction, and the conditions relating thereto, are similar to those in normal trading trans

29、actions, this method is often used. It is also often used for determining the cost of finance. 14. Where goods are transferred between related parties before sale to an independent party, the resale price method is often used. This reduces the resale price by a margin, representing an amount from wh

30、ich the re-seller would seek to cover his costs and make an appropriate profit, to arrive at a transfer price to the re-seller. There are problems of judgment in determining compensation appropriate to the re-sellers contribution to the process. This method is also used for transfers of other resour

31、ces, such as rights and services. 15. Another approach is the cost-plus method, which seeks to add an appropriate mark-up to the suppliers cost. Difficulties may be experienced in determining both the elements of cost attributable and the mark-up. Among the yardsticks that may assist in determining

32、transfer prices are comparable returns in similar industries on turnover or capital employed. 16. Sometimes prices of related party transactions are not determined under one of the methods described in paragraphs 13 to 15 above. Sometimes, no price is charged - as in the examples of the free provisi

33、on of management services and the extension of free credit on a debt. 17. Sometimes, transactions would not have taken place if the relationship had not existed. For example, a company that sold a large proportion of its production to its parent company at cost might not have found an alternative cu

34、stomer if the parent company had not purchased the goods. Disclosure 18. In many countries the laws require financial statements to give disclosures about certain categories of related parties. In particular, attention is focused on transactions with the directors of an enterprise, especially their

35、remuneration and borrowings, because of the fiduciary nature of their relationship with the enterprise, as well as disclosures of significant intercompany transactions and investments in and balances with group and associated companies and with directors. IAS 27, Consolidated Financial Statements an

36、d Accounting for Investments in Subsidiaries, and IAS 28, Accounting for Investments in Associates require disclosure of a list of significant subsidiaries and associates. IAS 8, Net Profit or Loss for the Period, Fundamental Errors and Changes in Accounting Policies, requires disclosure of extraord

37、inary items and items of income and expense within profit or loss from ordinary activities that are of such size, nature or incidence that their disclosure is relevant to explain the performance of the enterprise for the period. 19. The following are examples of situations where related party transa

38、ctions may lead to disclosures by a reporting enterprise in the period which they affect: (a) Purchases or sales of goods (finished or unfinished); (b) Purchases or sales of property and other assets; (c) Rendering or receiving of services; (d) Agency arrangements; (e) Leasing arrangements; (f) Tran

39、sfer of research and development; (g) License agreements; (h) Finance (including loans and equity contributions in cash or in kind); (i) Guarantees and collaterals; and (j) Management contracts. 20. Related party relationships where control exists should be disclosed irrespective of whether there ha

40、ve been transactions between the related parties. 21. In order for a reader of financial statements to form a view about the effects of related party relationships on a reporting enterprise, it is appropriate to disclose the related party relationship where control exists, irrespective of whether th

41、ere have been transactions between the related parties.22. If there have been transactions between related parties, the reporting enterprise should disclose the nature of the related party relationships as well as the types of transactions and the elements of the transactions necessary for an unders

42、tanding of the financial statements. 23. The elements of transactions necessary for an understanding of the financial statements would normally include: (a) An indication of the volume of the transactions, either as an amount or as an appropriate proportion; (b) Amounts or appropriate proportions of

43、 outstanding items; and (c) Pricing policies. 24. Items of a similar nature may be disclosed in aggregate except when separate disclosure is necessary for an understanding of the effects of related party transactions on the financial statements of the reporting enterprise. 25. Disclosure of transact

44、ions between members of a group is unnecessary in consolidated financial statements because consolidated financial statements present information about the parent and subsidiaries as a single reporting enterprise. Transactions with associated enterprises accounted for under the equity method are not

45、 eliminated and therefore require separate disclosure as related party transactions. Effective Date 26. This International Accounting Standard becomes operative for financial statements covering the periods beginning on or after 1 January 1986. 1 Close members of the family of an individual are thos

46、e that may be expected to influence, or be influenced by, that person in their dealings with the enterprise.International Accounting Standards Board, International Financial Reporting Standards, 2002：412-415译文： 国际会计准则第24号关联方披露本国际会计准则重编版取代了理事会于1884批准的原准则，并按国际会计准则自1991年以来采用的修订格式重新编排。没有对原准则的内容作实质性的变更。一

47、些术语有所改动，以符合国际会计准则委员会的现行惯例。本准则中以粗体标示的段落，应与本准则中的背景材料和应用指南以及国际会计准则公共前言的内容一并阅读。国际会计准则不拟应用于不重要的项目（参见前言第12段）。目的本准则的目标是确保报告企业的财务报告中披露可能会对报告企业的财务状况和盈亏状况产生影响的必要的关联方关系以及与这些关联方的交易及其余额的信息。范 围 1、本准则适用于处理关联方以及报告企业与其关联方之间的交易。本准则的规定适用于每个报告企业的财务报表。 2 、本准则仅适用于第3 段所述的关联方关系，但受第6 段的修正。 3、本号准则仅涉及下列第（l）（5）段所述的那些关联方之间的相互关系

48、： （l）直接地或通过一个或若干个中间者间接地控制报告企业，或是被报告企业所控制以 及和报告企业共同受控制的那些企业 （其中包括控股公司、附属公司和其他附属公司）； （2）联营企业 （见国际会计准则第28 号“对联营企业投资的会计”）； （3）直接或间接地拥有报告企业有表决权的股份，并对该企业具有重大影响的那些个人及其关系密切的家庭成员； （4）重要的管理人员，即有权力和责任来进行计划、指挥和控制报告企业活动的那些人员，包括公司的董事和高级职员以及与这些人关系密切的家庭成员； （5）由上述第（3）段或第（4）段所述人员直接或间接地拥有重大表决权的企业，或是这种人员能够对其施加重大影响的企业。它

49、包括由报告企业的董事或主要股东拥有的企业， 以及与报告企业拥有共同的重要管理人员的那些企业。在考虑各种可能的关联方之间的相互关系时，应注意相互关系的实质，而不仅仅是法律形式。 4 、不需要对交易作出披露的情况有：（1）在合并财务报表中，对有关集团内部之间的交易不需要作出披露； （2）当母公司财务报表与合并财务报表一起提供或公布时，在母公司的财务报表中不需要对交易作出披露； （3）如果母公司与全资附属公司在同一国家经营并在该国提供合并财务报表，在全资附属公司的财务报表中不需要对交易作出披露； （4）在国家控制的企业的财务报表中，对与其他国家控制的企业的交易不需要作出披露。 定义 5、本号准则所使

50、用的下列术语，具有特定的含义： 关联方，是指在制订财务或经营决策中，如果一方有能力控制另一方，或对另一方施加重大影响，则认为它们是有关联的。 关联方之间的交易，是指在关联方之间相互转移资源或义务，不论是否收取价新。 控制，是指直接地或通过附属公司间接地拥有一个企业半数以上，或根据章程或协议，对表决权有重大影响并有权决定企业管理层的财务和经营政策。 重大影响（在本准则中），是指参加企业财务和经营政策的制订，但不控制这些政策。施加重大影响可以通过若干途径，通常可以通过出席董事会的方式，但也可以通过诸如参加政策的制定过程、重要的公司间交易、管理人员的交换、技术资料上的依赖性等方式。重大影响可以通过股

51、份的拥有、 章程或协议达到。对于拥有股份的情况，重大影响应按照国际会计准则第28 号“对联营企业投资的会计”中的定义来假定。 6、在本号准则中，下列情况不视为是关联方： （1）尽管有上述第3（4）段和第3（5）段的规定，但是因为两个公司具有一位共同的董事，这两个公司不认为是关联方（但是有必要考虑这位董事在两个公司的相互交易中，能够影响双方政策的可能性，并评估这种可能性）； （2）资金提供者； 工会； 公用事业； 政府部门和机构。 不应当仅以日常往来为由而视其为关联方（虽然它们可能限制一个企业的行动自由，或是参与其决策过程）。（3）与企业发生大量业务的单个买主、供应商、专销商、批发商或一般代理商

52、（不应仅仅由于因此产生的经济依赖性而视其为关联方）。 关于关联方的问题 7 、与关联方之间的相互关系，是商业活动的通常特征。例如，企业经常通过附属公司或联营企业从事一部分单独的经营活动，并且为了投资或贸易的目的购买其他企业的股权，而且此股权份额之大，足以使投资公司对被投资者的财务和经营决策施加重大的影响。 8、与关联方之间的相互关系可能会对报告企业的财务状况和经营成果发生影响。关联方 之间的交易活动，在无关联方之间可能不会发生。并且，关联方之间的交易可能不会按与无 关联方之间的交易相同的金额进行。 9、即使与关联方之间的交易不发生，企业的经营成果和财务状况也可能会受到关联方之 间相互关系的影响。仅是这种相互关系的存在，就可能足以影响报告企业与其他各方的交易。 例如，一家附属公司在其母公司购买了另一家与其以前的贸易伙伴经营相同业务的附属公司 以后，就可能中断与该贸易伙伴的关系。此外，某一方可能因另一方的重大影响而不采取行 动。例如，一家附属公司可能受其母公司的指示不进行研究和开发活动。 10、对于管理部门而言，确定不导致交易的影响效果，有内在的困难。本号准则不