영업권 및 부의영업권 회계처리 실태 연구

다국어 초록 (Multilingual Abstract)

We investigate the accounting practices of Korean listed firms that recognized and amortized goodwill and negative goodwill from business combinations in the years of 1995 to 2006. The acquirer shall, at the acquisition date, recognize goodwill from a business combination as an intangible asset. If firms amortize goodwill, the monetary amounts of amortization become expenses. Negative goodwill arises when the acquired company is purchased at a price lower than its fair value. This situation may arise either when the acquirer has a superior bargaining power, or when identifiable assets have been overstated or identifiable liabilities have been omitted or understated. We witness a big increase in the recognition of negative goodwill from 2000 thanks to the new accounting standards for business combinations. The new standards allow firms to recognize negative goodwill when the acquisition price is lower than the acquirer`s interest in the fair value of net identifiable assets acquired. We believe that the frequent recognition of negative goodwill in Korea is attributable to three factors: use of book value instead of fair value, low price to book value ratios and business combinations between affiliated firms. The amortization of goodwill and negative goodwill affects both balance sheet and income statement. It implies that firms may have incentives to manage earnings by using goodwill and negative goodwill accounting. Furthermore, accounting standards for business combinations allow firms to choose arbitrary amortization periods. If firms amortize goodwill or negative goodwill, the amortization becomes a part of earnings and will impact debt ratios as well. Accordingly, we expect that the firms with negative goodwill will have stronger incentives to manage earnings as compared to the firms without negative goodwill, particularly when they amortize negative goodwill. Based on the new accounting standards for business combinations which became effective from 2000, we divide our sample period into the 1995-1999 period and the 2000-2006 period. We find that increasing number of firms recognize goodwill as a result of increased business combination transactions. In addition, the ratio of goodwill amortization to net sales also increases in the 2000-2006 period. There are even more explosive increases in negative goodwill recognition in the 2000-2006 period, thanks to the adoption of the new accounting standards which allow firms to recognize goodwill or negative goodwill from elimination differences as well as mergers and acquisitions. We reviewed all consolidated audit reports of firms that recognized goodwill and negative goodwill during the study period. We find that the major sources of goodwill and negative goodwill come from elimination differences while mergers and acquisitions account for much less. We document that the footnote disclosures on goodwill and negative goodwill are insufficient. Furthermore, the major source of goodwill and negative goodwill recognition comes primarily from business combinations between affiliated firms that are controlled by the same controlling shareholders. We also note that the amortization periods of goodwill and negative goodwill are not systematic. A serious inconsistency was found in the amortization patterns of goodwill and negative goodwill between the audit reports and financial statements, indicating that firms do not pay much attention to disclosures. To our surprise, only 16.5% of firms use the straight-line amortization method for goodwill and 31.7% for negative goodwill despite the fact that the accounting standards require firms to use the method over the period not exceeding 20 years. More than 50% of firms amortize good will and negative goodwill within five years, including about 13% of immediate write-off firms. Though some firms use the maximum amortization period for goodwill, none use the maximum period for negative goodwill amortization. In order to measure the systematic

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