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FASB clarifies fair value guidance for sale restrictions

Defining Issues | July 2022

Final ASU clarifies that contractual sale restrictions are not considered in measuring equity securities at fair value.

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ASU 2022-03 amends ASC 820 (fair value measurement) to clarify that contractual sale restrictions are not considered in measuring the fair value of equity securities, therefore changing practice for certain entities. The ASU also indicates that a contractual sale restriction is not a separate unit of account, and requires new disclosures for all entities with equity securities subject to a contractual sale restriction.

Applicability

  • All entities with investments in equity securities measured at fair value that are subject to a contractual sale restriction

Relevant dates

  • June 30, 2022 鈥� FASB issues ASU 2022-03
  • March 23, 2022 鈥� FASB generally affirmed the proposed amendments, agreed to incremental disclosures, discussed transition and effective dates, and directed the FASB staff to draft a final ASU 鈥� Tentative decisions
  • November 14, 2021 鈥� Comments due
  • September 15, 2021 鈥� FASB issued proposed ASU

Effective date

Public business entities

All other entities

Annual periods 聽鈥� Fiscal years beginning after聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽

December 15, 2023

December 15, 2024

Interim periods 鈥� In year of adoption?

Yes

Yes

Early adoption permitted?

Yes, for both interim and annual financial statements that have not yet been issued or made available for issuance.

Key impacts

The amendments to ASC 820:

  • Clarify that contractual sale restrictions are not considered in measuring an equity security at fair value.
  • Indicate that an entity cannot recognize a contractual sale restriction as a separate unit of account (i.e. as a contra-asset or separate liability).
  • Require new disclosures for all entities with equity securities subject to a contractual sale restriction.
  • Provide different transition requirements for investment companies compared to all other entities.聽聽

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FASB issues ASU

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Handbook: Fair value measurement

Latest edition: Applying fair value measurement and disclosure guidance under US GAAP and IFRS庐 Accounting Standards.

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Resource
Webcast Replay Webcast Upcoming Listen Now From The Web

Fair value sale restrictions insights

We discuss ASU 2022-03, which clarifies that contractual sale restrictions are not considered in fair value measurements.

Learn more August 12, 2022

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Mahesh Narayanasami
Partner, Dept. of Professional Practice, 乐鱼（Leyu）体育官网 US
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Robin Van Voorhies
Senior Director, Dept. of Professional Practice, 乐鱼（Leyu）体育官网 US
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Micah White
Managing Director, Dept. of Professional Practice, 乐鱼（Leyu）体育官网 US
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