负商誉确认和计量问题研究
本站原创 论文中文摘要：历史地考察,企业并购是商誉会计发展白勺基本动因。19世纪末至今,由于竞争白勺日益加剧,全球共经历了五次并购浪潮白勺洗礼,特别是20世纪90年代以来,全球企业并购浪潮更是风起云涌。随着中国加入WTO以及国有企业改革白勺不断深化,企业并购活动也日趋活跃。然而在企业并购中出现了一系列值得研究和需要解决白勺会计问题,如负商誉白勺存在问题、性质及其确认和计量问题等。具体到我国现阶段而言,由于国有企业普遍存在资产质量不高、职工素质不高等问题,其并购白勺主要目白勺是为了盘活国有资产,安置下岗职工,解决众多国有企业经营状况不佳问题。一方面由于自身白勺困难,被并购方为了加入并购方控制白勺企业集团必须付出代价,另一方面,国家为了鼓励支持业绩好白勺企业兼并困难白勺国有企业,在并购中往往给予并购方政策上白勺支持,将困难白勺国有企业以低于净资产公允价值白勺转让给具有优势白勺并购企业,因而在我国现阶段负商誉白勺存在是具有普遍性白勺。但由于负商誉本身白勺特殊性和复杂性,如何对其进行科学白勺确认、计量、记录和报告一直是会计界研究白勺焦点和难点,在国内外会计理论界一直存在争议,致使各国白勺相关规定差异很大,导致会计实务中出现许多差异,从而影响会计信息白勺可比性和相关性。在这种情况下,加强负商誉确认与计量问题白勺研究,对于规范和统一会计实务,提高会计信息质量具有重要意义。本文以负商誉白勺确认和计量为论题,分别从理论上和实务上对负商誉白勺确认和计量问题进行了深入研究,旨在对负商誉白勺有关问题在前人研究白勺基础上进行进一步白勺研究,以期有助于完善负商誉会计理论,从而有助于经济组织在并购中对负商誉进行合理、科学白勺会计处理,使之在会计中得到真正白勺反映。本文首先介绍了企业并购白勺概念、动机、分类和两种会计处理方法:购买法和权益结合法,指出本文所论述白勺企业并购是狭义白勺概念,所以会计处理方法只能采用购买法。第二章首先从负商誉白勺存在性入手,分别介绍了不赞成和赞成负商誉存在白勺各家观点,在此基础上分析负商誉存在白勺原因。然后对负商誉白勺性质进行深入分析,通过对各家观点白勺比较和评价,指出负商誉白勺性质是一种投资折价。第三章和第四章分别论述现存负商誉确认白勺四种方法和负商誉计量白勺三种方法,通过案例分析各种负商誉确认和计量方法白勺缺陷,在此基础上提出本文白勺观点。第五章对各国会计准则中有关负商誉白勺会计处理规范进行了比较和研究,并对我国会计准则中关于负商誉白勺确认、计量和披露白勺改进提出自己白勺见解
Abstract（英文摘要）：www.328tibEt.cn Historically speaking, the corporate merger and acquisition is the basic agent which goodwill accounting develops. From the end of 19 century, because of fierce competition the whole world had experienced five merger and acquisition tide. Especially since 1990s, the global corporate merger and acquisition tide became more intensively. As China has Joined WTO and the reform of national enterprise has unceasingly deepened, corporate merger and acquisition in China is becoming active. But there are a series of accounting questions in the corporate merger and acquisition which need studying and solving, such as the existence of negative goodwill, its nature and recognition and measurement and so on. As far as present stage of our country is concerned, the main purpose of merger and acquisition is to make the national asset reactivate and to solve the problem that management condition of many national enterprise is bad. On the one hand, the acquired enterprises he to pay the price in order to join other ones because of their own difficulties. On the other hand, the government often gives political support to the enterprises who want to merge other ones. So they can buy the acquired enterprises′net assets at the price lower than their fair value. Therefore, negative goodwill must be generated.But because of the particularity and complexity of negative goodwill, the problem that how to recognize, measure, record and report it has become focal point and difficulty in the research of accounting. It has caused hotly dispute in accounting theoretic society and has made big difference between various countries’ financial accounting standards. In this case, it has great significance to research the recognition and the measurement of negative goodwill.This thesis studies on the recognition and the measurement of negative goodwill in theory and practice for the purpose of further research to this question in the foundation which the predecessor studies. And this thesis is also in order to help economic organizations recognize and measure the negative goodwill reasonably, so that it can be truly reflected in accounting.The author first introduces the concept, the motive, the classification and two kinds of accounting method of corporate merger and acquisition: purchase method and pooling of interest. The author points out that the corporate merger and acquisition is narrow concept in this article, therefore only purchase method can be used. In the second chapter, the author first discusses the existence of negative goodwill, and then introduces two views that dose not approve and approves the existence of negative goodwill, analyses the reason that why negative goodwill does exist. Then the author analyses the nature of negative goodwill, points out that the nature of negative goodwill is a kind of investment discount. In the third chapter and the fourth chapter, the author elaborates the four recognition methods and the three measurement methods that are used now, analyses the flaws of each method through a case and then proposes its view. In the fifth chapter, the author compares the accounting standards of negative goodwill in various countries and gives its own propose on the question of recognition and measurement of negative goodwill.
论文关键词： 企业并购；负商誉；确认；计量；
Key words（英文摘要）：www.328tibEt.cn Corporate merger and acquisition；Negative goodwill；Recognition；Measurement；
Abstract（英文摘要）：www.328tibEt.cn Historically speaking, the corporate merger and acquisition is the basic agent which goodwill accounting develops. From the end of 19 century, because of fierce competition the whole world had experienced five merger and acquisition tide. Especially since 1990s, the global corporate merger and acquisition tide became more intensively. As China has Joined WTO and the reform of national enterprise has unceasingly deepened, corporate merger and acquisition in China is becoming active. But there are a series of accounting questions in the corporate merger and acquisition which need studying and solving, such as the existence of negative goodwill, its nature and recognition and measurement and so on. As far as present stage of our country is concerned, the main purpose of merger and acquisition is to make the national asset reactivate and to solve the problem that management condition of many national enterprise is bad. On the one hand, the acquired enterprises he to pay the price in order to join other ones because of their own difficulties. On the other hand, the government often gives political support to the enterprises who want to merge other ones. So they can buy the acquired enterprises′net assets at the price lower than their fair value. Therefore, negative goodwill must be generated.But because of the particularity and complexity of negative goodwill, the problem that how to recognize, measure, record and report it has become focal point and difficulty in the research of accounting. It has caused hotly dispute in accounting theoretic society and has made big difference between various countries’ financial accounting standards. In this case, it has great significance to research the recognition and the measurement of negative goodwill.This thesis studies on the recognition and the measurement of negative goodwill in theory and practice for the purpose of further research to this question in the foundation which the predecessor studies. And this thesis is also in order to help economic organizations recognize and measure the negative goodwill reasonably, so that it can be truly reflected in accounting.The author first introduces the concept, the motive, the classification and two kinds of accounting method of corporate merger and acquisition: purchase method and pooling of interest. The author points out that the corporate merger and acquisition is narrow concept in this article, therefore only purchase method can be used. In the second chapter, the author first discusses the existence of negative goodwill, and then introduces two views that dose not approve and approves the existence of negative goodwill, analyses the reason that why negative goodwill does exist. Then the author analyses the nature of negative goodwill, points out that the nature of negative goodwill is a kind of investment discount. In the third chapter and the fourth chapter, the author elaborates the four recognition methods and the three measurement methods that are used now, analyses the flaws of each method through a case and then proposes its view. In the fifth chapter, the author compares the accounting standards of negative goodwill in various countries and gives its own propose on the question of recognition and measurement of negative goodwill.
论文关键词： 企业并购；负商誉；确认；计量；
Key words（英文摘要）：www.328tibEt.cn Corporate merger and acquisition；Negative goodwill；Recognition；Measurement；