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Concept
Goodwill (accounting)
Summary
In accounting, goodwill is an intangible asset recognized when a firm is purchased as a going concern. It reflects the premium that the buyer pays in addition to the net value of its other assets. Goodwill is often understood to represent the firm's intrinsic ability to acquire and retain customer business, where that ability is not otherwise attributable to brand name recognition, contractual arrangements or other specific factors. It is recognized only through an acquisition; it cannot be self-created. It is classified as an intangible asset on the balance sheet, since it can neither be seen nor touched.
Under U.S. GAAP and IFRS, goodwill is never amortized, because it is considered to have an indefinite useful life. (Private companies in the United States may elect to amortize goodwill over a period of ten years or less under an accounting alternative from the Private Company Council of the FASB.) Instead, management is responsible for valuing goodwill every year and to determine if an impairment is required. If the fair market value goes below historical cost (what goodwill was purchased for), an impairment must be recorded to bring it down to its fair market value. However, an increase in the fair market value would not be accounted for in the financial statements.
The concept of commercial goodwill developed together with the capitalist economy. In England, contracts from the 15th century onward refer to the purchase and conveyance of goodwill, roughly meaning the transfer of continuing business, as distinguished from the transfer of business property. Such agreements were initially unenforceable under the restraint of trade doctrine, which held that one could not claim property in business activity, until Broad v. Jolyffe (1620) established that restraints could be legal in exceptional cases. John Scott, 1st Earl of Eldon defined the concept succinctly in 1810 as "the probability that the old customers will resort to the old place.
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