NZ IFRS 2 New Zealand Equivalent to International Financial Reporting Standard 2 Share-based Payment (NZ IFRS 2) Issued November 2004 and incorporates amendments up to and including 30 June 2011 other than consequential amendments resulting from early adoption of NZ IFRS 10 Consolidated Financial Statements, NZ IFRS 11 Joint Arrangements and NZ IFRS 13 Fair Value Measurement This Standard was issued by the Financial Reporting Standards Board of the New Zealand Institute of Chartered Accountants and approved by the Accounting Standards Review Board in November 2004 under the Financial Reporting Act 1993. This Standard is a Regulation for the purpose of the Regulations (Disallowance) Act 1989. The following New Zealand Interpretations refer to NZ IFRS 2: • NZ SIC-12 Consolidation—Special Purpose Entities • NZ IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments 1 © Copyright NZ IFRS 2 COPYRIGHT © Crown copyright 2006 This ASRB standard contains IFRS Foundation copyright material. Reproduction within New Zealand in unaltered form (retaining this notice) is permitted for personal and non- commercial use subject to the inclusion of an acknowledgment of the source. On 1 July 2011, the ASRB was reconstituted as the External Reporting Board. The content, application and legal status of this standard is unaffected by this change. However, requests and inquiries concerning reproduction and rights for commercial purposes within New Zealand should be addressed to the Chief Executive, External Reporting Board at the following email address: [email protected] All rights in this material outside of New Zealand are reserved by the IFRS Foundation. Reproduction of ASRB/XRB standards outside of New Zealand in unaltered form (retaining this notice) is permitted for personal and non-commercial use only. Further information and requests for authorisation to reproduce for commercial purposes outside New Zealand should be addressed to the IFRS Foundation. ISBN 1-877430-11-0 © Copyright 2 NZ IFRS 2 CONTENTS NEW ZEALAND EQUIVALENT TO INTERNATIONAL FINANCIAL REPORTING STANDARD 2 SHARE-BASED PAYMENT (NZ IFRS 2) Paragraphs HISTORY OF AMENDMENTS INTRODUCTION TO NZ IFRS 2 OBJECTIVE 1 SCOPE 2–6 RECOGNITION 7–9 EQUITY-SETTLED SHARE-BASED PAYMENT TRANSACTIONS 10–29 Overview 10–13A Transactions in which services are received 14–15 Transactions measured by reference to the fair value of the equity instruments granted 16–25 Determining the fair value of equity instruments granted 16– 8 Treatment of vesting conditions 19–21 Treatment of non-vesting conditions 21A Treatment of a reload feature 22 After vesting date 23 If the fair value of the equity instruments cannot be estimated reliably 24–25 Modifications to the terms and conditions on which equity instruments were granted, including cancellations and 26–29 settlements CASH-SETTLED SHARE-BASED PAYMENT TRANSACTIONS 30–33 SHARE-BASED PAYMENT TRANSACTIONS WITH CASH ALTERNATIVES 34–43 Share-based payment transactions in which the terms of the arrangement provide the counterparty with a choice of 35–40 settlement Share-based payment transactions in which the terms of the arrangement provide the entity with a choice of settlement 41–43 3 © Copyright NZ IFRS 2 SHARE-BASED PAYMENT TRANSACTIONS AMONG GROUP ENTITIES (2009 AMENDMENTS) 43A-43D DISCLOSURES 44–52 TRANSITIONAL PROVISIONS 53–59 EFFECTIVE DATE 60–63 WITHDRAWAL OF INTERPRETATIONS 64 APPENDICES A Defined terms B Application guidance C Amendments to other Standards APPROVAL BY THE IASB OF IFRS 2 ISSUED IN FEBRUARY 2004 APPROVAL BY THE IASB OF AMENDMENTS TO IFRS 2: Vesting Conditions and Cancellations issued in January 2008 Group Cash-settled Share-based Payment Transactions issued in June 2009 IASB BASIS FOR CONCLUSIONS IASB IMPLEMENTATION GUIDANCE IASB TABLE OF CONCORDANCE © Copyright 4 NZ IFRS 2 New Zealand Equivalent to International Financial Reporting Standard 2 Share-based Payment (NZ IFRS 2) is set out in paragraphs 1-64 and Appendices A-C. NZ IFRS 2 is based on International Financial Reporting Standard 2 Share-based Payment (IFRS 2) (2004) published by the International Accounting Standards Board (IASB). All the paragraphs have equal authority. Paragraphs in bold type state the main principles. Terms defined in Appendix A are in italics the first time they appear in the Standard. Definitions of other terms are given in the Glossary. NZ IFRS 2 should be read in the context of its objective and the IASB’s Basis for Conclusions on IFRS 2 and the New Zealand Equivalent to the IASB Conceptual Framework for Financial Reporting (NZ Framework). NZ IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors provides a basis for selecting and applying accounting policies in the absence of explicit guidance. Any additional material is shown with grey shading. The paragraphs are denoted with “NZ” and identify the types of entities to which the paragraphs apply. This Standard uses the terminology adopted in International Financial Reporting Standards (IFRSs) to describe the financial statements and other elements. NZ IAS 1 Presentation of Financial Statements (as revised in 2007) paragraph 5 explains that entities other than profit-oriented entities seeking to apply the Standard may need to amend the descriptions used for particular line items in the financial statements and for the financial statements themselves. For example, profit/loss may be referred to as surplus/deficit and capital or share capital may be referred to as equity. 5 © Copyright NZ IFRS 2 HISTORY OF AMENDMENTS Table of Pronouncements – NZ IFRS 2 Share-based Payment This table lists the pronouncements establishing and substantially amending NZ IFRS 2. The table is based on amendments approved as at 30 June 2011 other than consequential amendments resulting from early adoption of NZ IFRS 10 Consolidated Financial Statements, NZ IFRS 11 Joint Arrangements and NZ IFRS 13 Fair Value Measurement. Pronouncements Date approved Early operative Effective date (ASRB date (annual approval) reporting periods… on or after …) NZ IFRS 2 Share-based Payment Nov 2004 1 Jan 2005 1 Jan 2007 (Approval 33) Framework for Differential Jun 2005 1 Jan 2005 1 Jan 2007 Reporting for Entities Applying (Approval 62) the New Zealand Equivalents to IFRSs Financial Reporting Standards Reporting Regime (Framework for Differential Reporting) NZ IAS 1 Presentation of Nov 2007 Early application 1 Jan 2009 Financial Statements (Approval 94) permitted (revised 2007) NZ IFRS 3 Business Feb 2008 Early application 1 Jan 2009 Combinations (revised 2008) (Approval 98) permitted Amendments to NZ IFRS 2— Feb 2008 Early application 1 Jan 2009 Vesting Conditions and (Approval 100) permitted Cancellations Minor Amendments to NZ IFRSs Aug 2008 Immediate Immediate (2008-2) (Approval 107) Improvements to NZ IFRSs May 2009 Early application 1 July 2009 (Approval 117) permitted Group Cash-settled Share-based Aug 2009 Early application 1 Jan 2010 Payment Transactions (Approval 119) permitted (Amendments to NZ IFRS 2) Minor Amendments to NZ IFRSs July 2010 Immediate Immediate (Approval 132) © Copyright 6 NZ IFRS 2 Table of Amended Paragraphs in NZ IFRS 2 Paragraph affected How affected By … [date] Paragraph 2 Amended Group Cash-settled Share-based Payment Transactions [Aug 2009] Paragraph 3 Deleted Group Cash-settled Share-based Payment Transactions [Aug 2009] Paragraph 3A Amended Group Cash-settled Share-based Payment Transactions [Aug 2009] Paragraph 5 Amended NZ IFRS 3 [Feb 2008] Paragraph 5 Amended Improvements to NZ IFRSs [May 2009] Paragraph 13A Inserted Group Cash-settled Share-based Payment Transactions [Aug 2009] Paragraph 21A and Inserted Amendments to NZ IFRS 2 preceding heading [Feb 2008] Paragraph 28 Amended Amendments to NZ IFRS 2 [Feb 2008] Paragraph 28(b) Amended Amendments to NZ IFRS 2 [Feb 2008] Paragraph 28A Inserted Amendments to NZ IFRS 2 [Feb 2008] Paragraphs 43A– Inserted Group Cash-settled Share-based Payment 43D and preceding Transactions heading [Aug 2009] Paragraph 61 Inserted NZ IFRS 3 [Feb 2008] Paragraph 61 Amended Improvements to NZ IFRSs [May 2009] Paragraph 62 Inserted Amendments to NZ IFRS 2 [Feb 2008] Paragraph 63 Inserted Group Cash-settled Share-based Payment Transactions [Aug 2009] 7 © Copyright NZ IFRS 2 Table of Amended Paragraphs in NZ IFRS 2 Paragraph affected How affected By … [date] Paragraph 64 and Inserted Group Cash-settled Share-based Payment preceding heading Transactions [Aug 2009] Appendix A Amended Group Cash-settled Share-based Payment definition of ‘cash- Transactions settled share-based [Aug 2009] payment transaction’ Appendix A Amended Group Cash-settled Share-based Payment definition of Transactions ‘equity-settled [Aug 2009] share-based payment transaction’ Appendix A Amended Group Cash-settled Share-based Payment definition of ‘share- Transactions based payment [Aug 2009] arrangement’ Appendix A Amended Group Cash-settled Share-based Payment definition of share- Transactions based payment [Aug 2009] transaction” Appendix A Amended Amendments to NZ IFRS 2 definition of ‘vest’ [Feb 2008] Appendix A Amended Amendments to NZ IFRS 2 definition of [Feb 2008] ‘vesting conditions’ Appendix B Inserted Group Cash-settled Share-based Payment paragraphs B45-B61 Transactions and preceding [Aug 2009] heading © Copyright 8 NZ IFRS 2 Introduction to NZ IFRS 2 NZ IFRS 2 requires an entity to recognise share-based payment transactions in its financial statements, including transactions with employees or other parties to be settled in cash, other assets or equity instruments