Agreement on the assignment of rights and transfer of receivables: the procedure for reflecting the transaction in accounting

Peculiarities of drawing up a debt transfer agreement

In order to transfer a debt, you must sign an agreement. When concluding such an agreement between the initial and subsequent debtor, the agreement also requires a note from the creditor indicating his consent to transfer the debt. This is stated in paragraph 1 of Article 391 of the Civil Code of the Russian Federation. This agreement can also be drawn up in the form of a tripartite agreement, where the two parties will be the first and second debtor, and the third party will be the creditor. A feature of this agreement is also that the debtors are jointly and severally liable to the creditor. Joint and several liability under this agreement means that debtors can pay the debt together at the request of the creditor. If the agreement provides for subsidiary liability, then the creditor can demand payment of the debt from the original debtor if the second debtor is unable or unwilling to do so. This agreement can also provide for complete freedom from debt for the original debtor. This is stated in paragraph 3 of Article 391 of the Civil Code of the Russian Federation. There are no restrictions in Russian legislation regarding the amount of debt. You can transfer the entire debt or part of it to a third party. You can conclude such an agreement between an organization and an individual.

Where is the receivable shown?

The chart of accounts provides a set of accounting accounts, the balance of which may indicate the presence of receivables. When withdrawing accounts receivable, the accountant needs to analyze the composition of the balances on the following accounts:

• 60 – when making settlements with product suppliers or cooperation with contractors;
• 62 – when assessing the amount of lost funds from buyers;
• 68, if there are overpayments of taxes;
• 69, if insurance premiums were transferred in excess or social benefits were paid with subsequent compensation from the Social Insurance Fund;
• 70, provided that the employee of the enterprise must reimburse the enterprise for overpayment of wages or vacation pay;
• 71, if the debtor is an accountable person who received money in advance, but did not account for its expenditure;
• 73 in situations where staff obligations to the employer arose as a result of claims of a material nature, when damage was caused to the company’s property;
• 75 – a founder who has not made his contribution to the capital or has made a partial contribution is recognized as a debtor;
• 76 – the account is intended to reflect debts for settlements with other debtors.

For all of these accounts, based on the results of reporting intervals, both credit and debit balances can be generated. When allocating accounts receivable, only debit balances need to be taken into account. All outstanding loan amounts are classified as liabilities.

What entries are made when transferring a debt from the first debtor?

Important! From the moment the contract is signed, the first debtor ceases all obligations under this debt to the creditor .

Let's look at what entries need to be made in the accounting for each of the parties using an example.

Example. In August 2022, the creditor “Spectrum” sold goods worth 177,000 rubles (including VAT 27,000) to the first debtor “Horns and Hooves”. in September 2022, with the consent of “Spectrum”, she transferred the debt to, which owed “Horns and Hooves” an amount equal to 177,000 rubles for the supply of goods to that company. Total:

• – the first debtor;
• – creditor

The entries in the Horns and Hooves accounting will look like this.

Accounting for a transaction with an old debtor

Before transferring a debt from one organization to another, the old debtor must obtain permission for this action from the creditor . The latter risks losing his funds, so this action is mandatory (Article 301 of the Civil Code of the Russian Federation). After receiving consent and signing the relevant document, the person is released from the debt (specific conditions depend on the composition of the document).

Information about this action should be displayed not only in the records of the new debtor and his creditor, but also in the records of the legal entity that has relieved itself of the corresponding obligations. The accountant is obliged to reflect this action with the following entry: Dt 60 Kt 76.

The termination of the undertaken obligation occurs simultaneously with the entry into force of the previously signed document. From this moment on, the person is no longer a debtor to the creditor. However, the old debtor has obligations to the new one.

The entry described above reflects the fact that the creditor has been written off and transferred to the counterparty after receiving the consent of the person acting as the creditor.

On the date specified in the debt transfer agreement, the old debtor’s obligation under the contract ceases. In return, he has obligations to the counterparty who has assumed the obligation to repay the debt

The repayment of the obligation incurred to the counterparty must also be shown in a separate line: Dt 76 Kt 50. This scheme is applied if, for example, the company has a debt for goods supplied or services provided.

When transferring a loan debt to another organization, the accounting entries of the person released from obligations should look like this: Dt 66 Kt 76.

In this case, the debt to the person who assumed the obligation is displayed, as well as the closure of the debt incurred to the bank. Despite the fact that the debt is transferred to the counterparty, it must be displayed in the standard manner when calculating income tax.

Attention! The deduction of value added tax from the price of received products cannot be restored.

What entries are made when transferring debt from the second debtor?

Let's consider the same situation, but from the outside. The accounting entries for this company will look like this:

What entries are made when transferring a debt from a creditor?

For the creditor, accounting will be the simplest, because in accounting there will only be a change of debtors. Thus, using the conditions of the previous example, we will reflect the transactions with the lender in the following table.

The first entry is made on the day when the debt transfer agreement came into force.

Assignment of the right of claim: postings from the debtor

The debtor does not take part in the procedure for transferring debt between legal entities; he has no right to interfere with this process (except for cases provided for by the Civil Code of the Russian Federation). The borrower learns that the lender is another legal entity from a written notice. For the debtor, the assignment procedure is not significant - only the name of the counterparty is changed in accounting, and adjustments are made to the analytical accounting data.

In case of assignment of correspondence rights, the debtor's records of Finik LLC will be as follows:

• D41 – K76/Mig – 14,278 rubles, goods purchased;
• D76/Mig – K76/More – 14,278 rubles, there was a change of creditor, which is confirmed by the notification;
• D76/Sea – K51 – 14,278 rubles, the debt for goods has been repaid.

If the debtor transferred the debt to another organization, the accounting entries will be adjusted for all participants in the transaction in the analytics. For example, the supplier is Mig LLC, the buyer is Finik LLC. The latter transfers the debt to its counterparty - Peanut LLC. In the accounting of Mig LLC there will be the following entries:

• D62/Peanut – K62/Date – shows the fact of debt transfer;
• D51 – K62/Peanut – debt repaid.

Phoenix LLC makes an entry in its accounting between the debit 60/Mig and the credit 62/Peanut. The new debtor, Peanut LLC, conducts all operations by correspondence:

• D60/Fenik – K60/Mig – emergence of debt to a new legal entity with a simultaneous reduction of debt to a permanent supplier;
• D60/Mig – K51 – debt repaid.

Taxation when transferring debt

If all three parties are on OSNO (the main taxation system), then each party will have its own characteristics in terms of taxation. For the lender there is no difference in terms of taxation, since its revenue is taken into account and VAT is reflected in the transactions. If income is recognized at the time of sale of goods, then it must be recognized on the date of shipment to the first debtor, but if sales are recognized at the time of payment, then the creditor recognizes income on the date of receipt of funds from the second debtor.

This is stated in paragraph 2 of Article 273 of the Tax Code. In the accounting records of the first debtor, the costs of purchasing goods from the creditor will be reflected in the general manner, and if the cash method is used, then the costs of purchasing goods will be reflected in expenses on the date of transfer of the debt. This is stated in paragraph 3 of Article 273 of the Tax Code of the Russian Federation. The taxation of the second debtor will not change in any way.

Regarding VAT, the lender will not have any changes related to the payment of VAT. The first debtor should not restore the VAT accepted for deduction, because payment for the goods does not apply to the conditions for deducting VAT. This is stated in Article 171 of the Tax Code of the Russian Federation. The second debtor will not have the right to deduct VAT, since he did not purchase the goods from the creditor.

With a simplified taxation system, the lender again has no difficulties, since expenses and income under this taxation system are recognized after they are paid. This is stated in paragraphs 1, 2 of Article 346.17, as well as paragraph 1 of Article 346.15 of the Tax Code of the Russian Federation. When transferring the debt, the first debtor's obligations to pay for the purchased goods cease, since these obligations are transferred to the new debtor, therefore, at the time of transfer of the debt, he will be able to include the purchase of goods from the creditor as expenses. This is stated in paragraph 1 of Article 346.16 and in paragraph 2 of Article 346.17 of the Tax Code of the Russian Federation. The second debtor will be able to include the debt to the creditor in expenses in the same way as the first debtor at the time of payment.

If all three parties are payers of UTII, then the transfer of debt will not affect the taxation of all three parties at all, because the tax for UTII is calculated based on indicators determined by law.

If the parties are on a mixed taxation system , for example OSNO and UTII, and the transfer of debt is not related to activities that are on UTII, then taxes are calculated according to OSNO. If the transfer of debt is associated with both taxation systems, then the costs will need to be divided

We purchase accounts receivable

Source: Audit

By acquiring the rights of claim, its buyer (assignee) enters into an assignment agreement (agreement on assignment of the right of claim) with the seller of the claim (assignor). In this article we will look at how to take into account the receipt of such a requirement by the assignee.

Assignment agreement

Assignment of the right of claim is one of the ways of changing persons in an obligation, i.e., changing the creditor. According to paragraph 1 of Article 382 of the Civil Code of the Russian Federation, the right (claim) belonging to the creditor on the basis of an obligation may be transferred by him to another person under a transaction (assignment of the claim).

A creditor who has assigned a claim to another person is obliged to transfer to him documents certifying the right of claim and provide information relevant for the implementation of the claim (clause 2 of Article 385 of the Civil Code of the Russian Federation).

The agreement for the assignment of the right of claim must be drawn up in the form provided for by the current legislation for the main agreement. If the assignment is made under a transaction that requires state registration, then the assignment agreement must also be registered. Otherwise, such a transaction will be considered invalid and the assignment agreement will be considered void.

According to Article 390 of the Civil Code of the Russian Federation, the original creditor who assigned the claim is responsible to the new creditor for the validity of the transferred right. Therefore, if the claim is declared invalid, the assignor will have to compensate the buyer of the claim for all losses incurred.

In order to avoid incurring losses, the assignee must first check not only the assignor, but also the debtor. It is important to establish whether the debtor will be able to repay the debt and whether he has liquid assets.

You should also not forget that the assignment agreement must be compensated. However, Chapter 24 of the Civil Code of the Russian Federation does not directly indicate whether the assignment should be compensated. Therefore, the contract must necessarily define the appropriate agreement price. Otherwise, the transaction may be recognized as a gift agreement with all the ensuing consequences for the parties.

Who must notify the debtor of a change of creditor?

To transfer the rights of the creditor to another person, the consent of the debtor is not required.

Exceptions are cases provided for by contract or legislation. The basis is paragraph 2 of Article 382 of the Civil Code of the Russian Federation. The debtor must be notified in writing that the rights of the original creditor are transferred to a new person.

This must be done in order for him to repay his debt (fulfill other obligations) in relation to the new creditor (Clause 3 of Article 382 of the Civil Code of the Russian Federation). The Civil Code of the Russian Federation does not say who should do this - the assignor or the assignee.

At the same time, if the debtor does not know about the change of creditor, adverse consequences may arise for the assignee. Without knowing about the assignment of the right of claim, the debtor can fulfill his obligations to the old creditor. Then the assignee will have to clarify the circumstances of the transaction with the assignor, since any claims against the debtor in this case will be untenable.

The debtor must also be notified because he has the right to:

– raise objections against the new creditor’s claim that he had against the original creditor at the time of receipt of notification of the transfer of rights under the obligation to the new creditor (Article 386 of the Civil Code of the Russian Federation). For example, objections may be related to the expiration of the statute of limitations on the assigned claim, etc.;

– in case of assignment of a claim, set off against the claim of the new creditor your counterclaim to the original creditor (Article 410 of the Civil Code of the Russian Federation).

Thus, notifying the debtor about the change of creditor (i.e., about the assignment of the right of claim) is in the interests of the assignee, since this will allow him to avoid all the adverse consequences associated with the assignment of the right of claim. The form by which the debtor must be notified is not established by law. Therefore, such a document can be drawn up in any form.

However, by agreement of the parties to the assignment agreement, the assignor may also notify the debtor. The law does not prohibit this. This conclusion allows us to draw paragraph 3 of Article 382 of the Civil Code of the Russian Federation.

Accounting

Receivables acquired by the assignee under an agreement for the assignment of the right of claim are reflected as part of financial investments (clause 3 of PBU 19/02 “Accounting for financial investments”, approved by order of the Ministry of Finance of Russia dated December 10, 2002 No. 126n). Financial investments are accepted for accounting at their original cost.

The debit of account 58 “Financial investments” reflects the acquired right of claim at the actual costs of its acquisition. Such costs include:

– amounts paid in accordance with the agreement to the seller (assignor);

– other expenses directly related to the acquisition (for example, consulting services, intermediary fees).

This is stated in paragraphs 8 and 9 of PBU 19/02.

On the date of signing the assignment agreement, the following entries will be made in accounting:

Debit 58 Credit 76

– the right to claim under the assignment agreement has been acquired.

Repayment of debt to the assignor will be reflected by the following posting:

Debit 76 Credit 51 (50)

– the debt to the assignor under the assignment agreement has been repaid.

For the loan, accounts 58 reflect the write-off of the right of claim (when the debtor repays his obligations). The cost of the right of claim (including acquisition costs) is taken into account as part of other expenses (clause 11 of PBU 10/99 “Expenses of the organization”, approved by order of the Ministry of Finance of Russia dated May 6, 1999 No. 33n). The amount received from the debtor is included in other income (clause 7 of PBU 9/99 “Income of the organization”, approved by order of the Ministry of Finance of Russia dated May 6, 1999 No. 32n).

Transactions on the implementation of the right of claim are reflected in the manner prescribed for accounting for transactions on the sale of financial investments, i.e. through account 91 “Other income and expenses”. The following entries will be made in accounting:

Debit 76 Credit 91

— accounts receivable were sold;

Debit 91 Credit 58

— the initial cost of the right of claim is written off;

Debit 91 Credit 68

- VAT is charged on the amount of excess sales over the book value;

Debit 51 (50) Credit 76

- funds received from debtors.

This procedure follows from the Instructions for the chart of accounts, approved by order of the Ministry of Finance of Russia dated October 31, 2000 No. 94n.

Tax accounting

The procedure for reflecting the assignment of the right of claim by the assignee when calculating taxes depends on the taxation system that he applies. Let's consider two options.

The company applies a general taxation system

When calculating income tax, income and expenses associated with the acquisition of receivables are recognized as income and expenses from the sale of financial services. In this case, it is necessary to include in income the amount of debt that the debtor repays, and in expenses - the amount that was paid to the assignor when acquiring the receivables. The basis is paragraph 3 of Article 279 of the Tax Code of the Russian Federation.

If the costs associated with the acquisition of the right of claim exceed the income received from this transaction, then the resulting difference is recognized as a loss.

Such a loss is not taken into account when calculating income tax. That is, expenses from the sale of the right of claim (the cost of the acquired right) can only be taken into account in an amount not exceeding the income from the same operation. Tax authorities also adhere to this position (see, for example, letter of the Federal Tax Service of Russia for Moscow dated November 21, 2006 No. 19-11/101852).

The excess of the amount of the repaid obligation over the purchase price of the debt is subject to VAT. This rule applies only if the monetary claim arises from contracts for the sale of goods (works, services), the transactions of which are subject to VAT. Such rules are contained in paragraph 2 of Article 155 of the Tax Code of the Russian Federation.

Example 1

In July, JSC Shpilka acquired from LLC Lodochka the right of claim (accounts receivable) to JSC Siluet. The amount of debt is 780,000 rubles. The acquired right of claim arises from a contract for the sale of goods, which is subject to VAT at a rate of 18 percent.

The right to claim the debt was acquired for 700,000 rubles. based on the assignment agreement, which was signed on July 20. In the same month, Shpilka transferred money for the acquired right of claim to Lodochka.

JSC Shpilka exercised its right of claim in August.

Shpilka's accountant reflected these transactions as follows.

July:

Debit 58 Credit 76

– 700,000 rub. – the right to claim under the assignment agreement has been acquired;

Debit 76 Credit 51

– 700,000 rub. – payment was made to the assignor for the acquired receivables.

August:

Debit 76 Credit 91

– 780,000 rub. – accounts receivable were sold;

Debit 91 Credit 58

– 700,000 rub. – the initial cost of the acquired right of claim is written off;

Debit 91 Credit 68

– 12,203 rub. ((780,000 rub. – 700,000 rub.) × 18%: 118%) – VAT is charged on the amount of excess sales over the book value;

Debit 51 Credit 76

— 780,000 rub. – funds were received from the debtor OJSC Silhouette.

When calculating income tax for August, the accountant took into account 780,000 rubles. as part of income and 700,000 rubles. as part of expenses.

* end of example 1

Regardless of the chosen object of taxation, a simplified organization must take into account income in accordance with the requirements of Article 346.15 of the Tax Code of the Russian Federation. The amount received from the debtor in payment (repayment) of the claim is taken into account in income on the date of receipt of the money. In this case, the income must include the entire amount received, i.e., the cost of the debt, and the amount of penalties or interest for the use of other people’s funds, if any. Reason - paragraph 1 of Article 346.17, paragraph 3 of Article 250, paragraph 1 of Article 346.15 of the Tax Code of the Russian Federation. A similar conclusion is contained in the resolution of the Federal Antimonopoly Service of the North Caucasus District dated January 29, 2007 No. F08-6847/2006-1A.

And if an organization pays a single tax on the difference between income and expenses, it will not be able to take into account the cost of acquiring the right of claim (property right) as expenses. This is explained by the fact that this type of expense is not included in the closed list given in paragraph 1 of Article 346.16 of the Tax Code of the Russian Federation.

Example 2

Saturn LLC, which uses the simplified tax system with the tax object “income minus expenses,” entered into an assignment agreement on June 18, 2009, receiving under it from Neptune CJSC a demand for debt repayment in the amount of 500,000 rubles. and payment of a penalty in the amount of 50,000 rubles.

On June 19, Saturn LLC, according to the assignment agreement, transferred RUB 450,000 to Neptune CJSC. and presented the debtor with a demand for repayment of the debt.

On June 30, the debtor transferred RUB 550,000 to the assignee’s account. (500,000 + 50,000).

In the book of income and expenses of Saturn LLC, in the column “Income taken into account when calculating the tax base,” the accountant will write down the amount of 550,000 rubles.

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Common questions regarding debt transfer

Question. Does the buyer (in our example acting as a creditor) need to recover VAT from the advance payment that was paid to the seller and which was accepted by the buyer for deduction, if the seller never delivered the goods, and with the consent of the buyer (that is, the creditor), the advance payment was returned second debtor?

Answer. In this case, it is necessary to restore VAT. VAT must be restored in two cases:

• if the creditor received an advance;
• the parties changed the contract or terminated it.

In this situation, the seller did not return the money to the buyer; the second debtor did this, with the consent of the creditor. Thus, the seller’s debt to the buyer will be repaid and that is why VAT will have to be restored. An explanation of this situation is contained in particular in the Letter of the Ministry of Finance No. 03-07-08/268 dated 09.11.12.

Assignment of debt between legal entities: accounting entries from the creditor

Reflection in the accounting of transactions on the transfer of debt obligations from the party accepting receivables will be carried out according to the norms of PBU 19/02. Accounting rules require the attribution of amounts for repurchased debts from other legal entities to account 58 (clause 3 of PBU 19/02). Transactions on the assignment of the right of claim, drawn up by a legal entity that initially acted as a creditor and initiated the transfer of debt to a third party, are formalized as a sale of receivables.

Example

Mig LLC sold and shipped goods to the warehouse of Finik LLC in the amount of 14,278 rubles. (including VAT - 2178 rubles). The cost of this batch of products is 9,752 rubles. Mig LLC urgently needed funds; in order to receive them, the management decided to sell the receivables of Finik LLC to another legal entity - More LLC. The transaction amount was 11,999 rubles. (including VAT 1830.35 rubles). LLC More, when preparing the assignment agreement, used the service of legal support, paying its cost in the amount of 1,500 rubles.

Upon assignment of debt - postings from the party transferring the debt:

1. D62 – K90.1 – 14,278 rubles, goods have been shipped.
2. D90.3 – K68/VAT – 2178 rubles, VAT has been accrued on the transaction.
3. D90.2 - K41 - 9752, the cost of accounting was written off.
4. D90.9 – K99 – 2348 rub. (14,278 – 2178 – 9752), profit on the purchase and sale transaction has been generated.
5. D76 – K91.1 – 11,999 rubles, assignment to LLC “More” is shown.
6. D91.2 – K62 – 14,278 rubles, the transferred debt is written off.
7. D99 – K91.9 – 2279 rub. (14,278 – 11,999), displays the amount of loss incurred in connection with the assignment of rights.
8. D51 – K76 – 11,999 rubles, funds received from More LLC.

If there was an assignment of the right of claim, the accounting entries of More LLC, to which the debt obligations were transferred for collection, will be as follows:

1. D58 – K76 – 11,999 rubles, purchase of receivables, formalized by an assignment agreement.
2. D58 – K76 – 1500 rubles, costs in the form of legal support are shown.
3. D76 – K51 – 11,999 rubles, payment was made under the assignment agreement.
4. D51 – K76 – 14,278 rubles, the debtor (Finik LLC) repaid the debt.
5. D76 – K91.1 – 14,278 rubles, income from the amount of debt repayment is reflected,
6. D91.2 – K58 – 13,499 rub. (11,999 + 1500), all costs under the debt transfer agreement have been collected.
7. D91.2 – K68/VAT – 118.83 rub. ((14278 – 13499) x 18 / 118), VAT is charged on the income received.
8. D91.9 – K99 – 660.17 rub. (14,278 – 13,499 – 118.83), reflects the amount of profit received from the assignment agreement.