IHG洲际酒店集团财务手册

1、PAGE PAGE 104CORPORATE FINANCE MANUAL This updated manual focuses on the IFRS accounting policies relevant to IHG. Guidance and interpretation is also provided on the key policies. US GAAP is not covered as the technical US GAAP issues are all dealt with by the Controllers Group. SectionContents1Gen

2、eral2Updates and resolving queries3Accounting policies4Policy applicationSectionDescriptionPage1general52updates and resolving queries7SectionDescriptionPage3.1basis of accounting103.2consolidation113.2.1subsidiary undertakings113.2.2minority interest123.2.3associates and joint ventures133.2.4off ba

3、lance sheet items143.2.5acquisition of subsidiary undertakings143.2.6disposals of subsidiary undertakings153.2.7translation of overseas subsidiaries153.2.8consolidation adjustments163.3foreign currencies173.4prior period adjustments183.5post balance sheet events193.6tangible fixed assets203.6.1tangi

4、ble fixed assets203.6.2capital expenditure and initial measurement213.6.3capitalisation of own labour223.6.4depreciation223.6.5disposal / sale of fixed assets233.6.6licences243.6.7impairment reviews243.7intangible assets253.7.1software costs253.7.2research and development263.7.3inducement payments26

5、3.7.4management contracts273.8associates, joint ventures and other equity investments283.8.1fixed asset investments283.8.2associates and joint ventures283.8.3other equity investments293.9other non-current financial assets303.10inventory313.11cash and cash equivalents323.11.1cash equivalents323.12pro

6、visions for liabilities333.13contingencies343.14revenue recognition353.15revenue expenditure363.15.1research and development363.15.2repairs and maintenance363.15.3advertising, sponsorship and promotions373.15.4pre-opening expense373.16pensions, holiday pay and employee benefits383.16.1defined benefi

7、t pension scheme costs383.16.2defined contribution pension scheme costs383.16.3Holiday / vacation pay / long term service awards383.16.4Severance / termination / redundancy payments393.17share based payments403.18leases413.18.1finance leases413.17.2operating leases413.18.3other lease issues413.19seg

8、mental reporting423.20assets held for sale and discontinued operations443.20.1assets held for sale443.20.2discontinued operations44SectionDescriptionPage4.1identification of subsidiaries464.1.1principles and definitions464.2acquisitions and disposals474.2.1principles and definitions474.2.2acquisitio

9、ns484.2.3disposals534.2.4key information to be gathered and retained534.3foreign currencies574.3.1principles and definitions574.3.2approach to foreign currency translation584.4tangible fixed assets594.4.1principles and definitions594.4.2carrying value594.4.3categorisation of tangible fixed assets604

10、.4.4properties614.4.5fixtures, fittings and equipment624.4.6payments on account and assets in the course of construction624.5capital and revenue expenditure634.5.1principles and definitions634.5.2initial measurement644.5.3capital retirements654.6depreciation664.6.1principles and definitions664.6.2ti

11、ming of depreciation and depreciation base664.6.3accelerated depreciation674.6.4depreciation rates684.6.5standard depreciation assumptions704.6.6illustration of assets and asset components714.7sales / disposals of fixed assets754.7.1principles and definitions754.7.2disclosure764.7.3accounting treatm

12、ent764.8impairment of fixed assets and goodwill774.8.1overview774.8.2key concepts774.8.3impairment review794.8.4allocation of impairment losses804.8.5subsequent monitoring of cash flows804.9associates, joint ventures and other equity investments814.9.1principles and definitions814.9.2consolidated ac

13、counts834.9.3checklist for qualification of an investment as an associate844.9.4disclosure required in consolidated financial statements854.10non-current financial assets864.10.1principles and definitions864.10.2accounting864.11provisions for liabilities and charges874.11.1definition874.11.2recognit

14、ion of provision874.11.3measurement of provision874.11.4future operating losses884.11.5onerous contracts884.11.6restructuring costs884.11.7disclosures894.12contingencies904.12.1principles and definitions904.12.2normal uncertainties904.12.3contingent assets914.12.4identification of contingent liabili

15、ties914.12.5accounting treatment of contingent liabilities924.13revenue recognition934.13.1principles and definitions934.13.2treatment of franchise fees934.13.3treatment of management fees944.13.4technical service fees944.13.5supplier incentives and rebates954.14pension costs964.14.1principles and d

16、efinitions964.14.2group income statement974.14.3balance sheet accounts974.14.4disposal of a subsidiary984.14.5acquisition of a subsidiary984.15leases994.15.1principles and definitions994.15.2accounting for finance leases1004.15.3operating leases1024.15.4sale and leaseback transactions1024.15.5lease

17、incentives1034.15.6other lease issues1031.0 GeneralA. ContextThe system of financial reporting within IHG is designed to ensure that the Group publishes accounting information in the public domain which is consistent and complies with best accounting practice. In order to achieve these objectives Gr

18、oup accounting polices and procedures are established which should be consistently applied throughout the Group for the purposes of Group reporting. These policies and procedures should also be applied to individual entitys financial statements unless to do so would contravene local legislation or s

19、tandards. The preparation of accounting information for release into the public domain is ultimately the responsibility of the IHG PLC directors. It is their responsibility to review this information and to ensure that the financial statements give a true and fair view of the company and comply with

20、 appropriate legislation. Quality control for accounting information is effectively achieved by the main board delegating the responsibility for preparing the underlying financial statements to the Finance Director. Ultimately it is the Board which must ensure that appropriate control procedures are

21、 adopted in order to achieve the group objectives. Information contained in this Manual is strictly confidential and for use only by IHG Group personnel and the Groups professional advisers. It is not to be distributed or otherwise published outside the Group. Any external advisers using the manual

22、are not permitted to copy any material or to remove the Manual from the premises.B. ControlControl is exercised at three levels, namely:Controllers Group (Global)Regional and Functional Finance Director (divisional level)Business Service Centres (global and divisional)Project managementAt the corpor

23、ate level, information supplied by divisions is consolidated into a Group total and reviewed for compliance against published reporting standards. At the divisional level control is exercised by monitoring performance against specific operating targets. The BSCs are responsible for transaction proce

24、ssing.C. StructureFinancial control and reporting recognises two related structures within the Group - the management structure and the legal structure. The management structure is based on the Groups operating divisions plus those companies not falling naturally within a division. It links to the s

25、egments used for external reporting. The legal structure represents the legally recognised entities (companies and branches) which comprise the total Group. For the sake of convenience, financial reporting is concentrated into certain reporting units (components) though still greater in number than

26、divisions. 2.0 Updates and resolving queriesTo:See DistributionFrom:Ralph WheelerRef:Date:Cc:Page:1 of 3PROCEDURES FOR ESTABLISHING/AMENDING ACCOUNTING POLICIESDecision RightsDecision Rights for establishing and amending accounting policies resides with the Controller. What is in scope?All accountin

27、g policies and interpretations. At a high level, Policies include all the accounting policies followed in the preparation of the Group Financial statements (IFRS and US GAAP). At a more detailed level the Controller responsibility extends to all interpretations of Group policies for specific local/r

28、egional application. Interpretation includes, as required, establishing the accounting for specific transactions or types of transaction to enable a consistent global approach to be followed within the boundaries of Group policies. What is not in scope?In some circumstances local GAAP or statutory r

29、equirements will necessitate variations to Group policies. In these instances, those responsible for the preparation of local accounts should agree an interpretation with the local auditors and ensure a consistent regional application. The Controller Group should be advised of all material deviation

30、s and can be involved in local discussions if technical support is required.This document deals only with accounting policies and interpretations and not with issues related to Delegation of Authority, Chart of Accounts or Standard Reporting.Proceduresi) New policies required because of changes in G

31、AAPThe need for new policies will generally arise because of changes to the statutory environment in which the Group operates. In most cases the need for a new policy will be driven by the introduction of new Accounting Standards in the UK.Within three months of the issue of a new Standard, the Cont

32、roller Group will summarise the key points of the Standard and issue this summary, together with a timetable for establishing a new policy, to the Regional Finance Directors and the BSC Global Process Owners. When possible, the timetable will target finalisation of the new policy at least three mont

33、hs ahead of implementation date to ensure that systems changes and impact can be properly assessed. For Standards with accelerated implementation dates this may not be possible. The process will include interpretation of the Standard, Industry view, Technical view, Auditor input, assessment of impac

34、t, policy recommendation, Business Unit and BSC input.The final policy will be drafted by the Controller Group and circulated to the Regional Finance Directors and BSC Global Process Owners for comment, prior to finalisation and submission to the Executive Committee, if appropriate. ii) New policies

35、 required because of changes in the business operating environment; andiii) Amendments to existing policies and interpretationsIn most cases, requests for amendments will come from the Regions or Global Functions in conjunction with the BSC, in light of experience of the application of existing poli

36、cies or changes in business processes. BSC requests must be in a globally agreed format before submission.All requests for amendments must be sent to the Controller indicating:reason for changefinancial impact of changerequested timetable for implementationpotential impact on CoA, RCoA and Standard

37、Reportspotential impact on other policies (non-accounting policies)requesting Business Unit/BSC sign off SVP Global BSC sign off if the request is driven from the BSC Within 2 weeks of receipt of a request for change, the Controller will assess whether the change requested appears acceptable under r

38、elevant GAAP if not, then the request will be denied. If compliance is not an issue, the Controller will send the request to the Regional and Functional Heads of Finance, the BSC Global Process Owners and the SVP Global Business Service Centres (and tax if appropriate) for comment within 3 weeks.Onc

39、e all comments are received the Controller Group will summarise the responses and report to the originator any questions raised. Following receipt of clarification from the originator, the Controller will decide on approval/non-approval.Notification of changesOnce approved the Controller Group will

40、issue formal notification to the Executive Committee, if appropriate, Business Unit Finance Heads and the BSC Global Process Owners, who will then distribute as appropriateAll changes will be included in the next update version of the relevant accounting manual. 3.1 Basis of accountingA. DefinitionT

41、he basis of accounting is the convention under which the Groups financial statements are expressed. The Group financial statements are prepared on a historic cost basis, except for certain items of property plant and equipment which are held at revalued amounts under the transitional rules of IFRS 1

42、, and derivative financial instruments and available-for-sale financial assets that are measured at fair value. The consolidated financial statements are presented in sterling and all values are rounded to the nearest thousand (000) except when otherwise indicated.B. Group policyThe Groups consolida

43、ted accounts are prepared on the basis of applicable IFRS, including all International Accounting Standards (IAS), Standing Interpretations Committee (SIC) and International Financial Reporting Interpretations Committee (IFRIC) interpretations issued by the International Accounting Standards Board (

44、IASB) as published.In 2005 IFRS 1, first-time Adoption of International Financial Reporting Standards, was applied in preparing the financial statements. The Group adopted the following exemptions available under IFRS 1:Not to restate the comparative information disclosed in the 2005 financial state

45、ments in accordance with IAS 32 Financial Instruments: Disclosure and Presentation and IAS 39 Financial Instruments: Recognition and Measurement.Not to restate business combinations before 1 January 2004.To recognise all actuarial gains and losses on pensions and other post-retirement benefits direc

46、tly in shareholders equity at 1 January 2004.To retain UK GAAP carrying values of property plant and equipment, including revaluations, as deemed cost at transition.Not to recognise separately cumulative foreign exchange movements up to the 1 January 2004.To apply IFRS 2 Share-based Payments to gran

47、ts of equity instruments after 7 November 2002 that had not vested at 1 January 2004.The Group is registered with the Securities and Exchange Commission in the United States and so is required to prepare and file certain financial information in compliance with US GAAP.3.2 ConsolidationA. Definition

48、Consolidation is the process of adjusting and combining financial information from the individual accounts of a parent undertaking and its subsidiary undertakings to prepare financial statements that present financial information for the Group as a single economic entity. B. Group policyIHG PLC prep

49、ares consolidated accounts incorporating the balance sheet, cash flows and results of the company and all of its subsidiary undertakings. The results of each subsidiary undertaking are incorporated between the dates of acquisition and disposal of that undertaking.All subsidiary undertakings comply w

50、ith Group accounting policies in the preparation of their financial pro formas. The majority of subsidiary undertakings have a year end coterminous with or no more than three months before that of IHG PLC. Where a subsidiary has a different year end, financial pro forma information for the year to t

51、he Groups year end is produced.All intercompany balances and transactions are eliminated.3.2.1 Subsidiary undertakings (4.1)A. DefinitionA subsidiary of the Group is any undertaking (incorporated or unincorporated, partnership, joint venture, Trust or other vehicle) where the Group has control or th

52、e ability to control the entity, either directly or indirectly through one or more intermediaries. Control is the power to govern the financial and operating policies of the investee so as to obtain benefits from its activities. B. Group policyAny entity meeting the above definition is classified as

53、 a subsidiary and all its activities are consolidated within the group financial statements.Owing to the broad nature of the definition of a subsidiary, guidance must be sought from Group Finance where there is any doubt as to the relationship between undertakings.3.2.2 Minority interestA. Definitio

54、n Minority interest is defined as the interest in a subsidiary undertaking included in the consolidation that is attributable to the interest held by or on behalf of persons other than the parent undertaking and its subsidiary undertakings. B. Group policy Partly owned subsidiary undertakings are fu

55、lly consolidated by including their assets and liabilities at the latest balance sheet date. The percentage attributable to the minority is shown as minority interests and presented as an element of equity on the balance sheet. Loan capital issued by minority participants is treated within the Group

56、 accounts as other external borrowings. Minority interests are debited in full with their share of any loss unless this results in a debit balance. If the minority has a binding obligation to fund a loss then a debit balance can be recognised, otherwise, the losses are attributable to the parents in

57、terest. The results of a subsidiary undertaking down to and including profit after tax are fully consolidated. The results attributable to the minority are then shown on the face of the profit and loss account as an allocation of profit after tax for the period.The minoritys interest in transactions

58、 between Group undertakings represents a realised profit or loss from the perspective of the Group. Such profits or losses are not material to the results of the Group and so are eliminated in full.In general, for the purposes of quarterly financial packs, minority interest figures are calculated an

59、d reported by the partly owned subsidiary undertakings themselves from the perspective of IHG PLCs interest in the undertaking. Group Finance will inform the relevant reporting divisions of the approach to be adopted.3.2.3 Associates and joint ventures (4.9)A. Definition An associate is an entity, i

60、ncluding an unincorporated entity, such as a partnership, over which the investor has the ability to exercise significant influence, but not control, and that is neither a subsidiary nor an interest in a joint venture.Significant influence is the power to participate in the financial and operating p