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The Value of Intellectual Property


Generally accepted accounting practices (GAAP) have defined business's tangible assets without consideration for the intangible assets that form the foundation upon which the business is built.

 
  


Given that the right, title and interest in and to all Intellectual Property (IP) can be registered, protected, enforced and assigned then accountants must recognize that the IP has value to not only the corporation but also to anyone outside the corporation who is examining the gross worth of the business or considering an investment or loan.  If intellectual property is an asset then it should have a value that can be measured. This section was designed specifically for accountants. In this chapter we will review and discuss;

  1. Overview of how to value Intangible Assets.
  2. Present a Questionnaire to review clients assets.
  3. Notes to Arvic's Questionnaire
  4. General Inquiries

Overview

This Arvic's method for the valuation of IP does not consider the value of tangible assets but rather concentrates its review on the intangible assets commonly called Goodwill. Once valued, it is collectively referred to as Intellectual Property.

The purpose of our evaluation, and the resulting report card, is to identify your client's intangible or hidden assets, establish their boundaries or borders, assess the transferability of the assets, give a rating to the existing assets based on our valuation methods, and make recommendations on the steps to be taken to enhance the current value and protect the future value of all identified assets. The valuation is also a statement of the ability of the owner to transfer the goodwill complete with it's retained value.

Our valuation is a determination of the assets that exist, the proprietary rights that exist in the assets, the ability of the assets to be protected, the transferability of the assets and the associated current and future values. Our examination of intangible assets includes a complete review of all;

  1. Trade names, trade styles, brand names, and service names,
  2. Contracts with employees, suppliers, outside contractors and distributors,
  3. Any unique processing or manufacturing methods,
  4. Customer and prospect lists,
  5. Advertising and marketing programs,
  6. How the owner currently uses his IP
  7. How protectable is the IP in it's present form.

As well as an assessment of the owners proprietary right, title and interest in and to, any registered or unregistered trademarks, copyrights, industrial designs, patents, trade secrets or computer software developed for the business.

One of the observations of this form of valuation is a clear understanding of the proprietary rights the owner possesses in his goodwill and his ability to transfer his proprietary rights, complete with the value that has accrued, to an assignee. 


Questionnaire

Here are the areas you will want to review with your client. The objective of this exercise is to demonstrate to the client that he may not own what he believes is his. Just because he paid for it does not mean he owns it. In reviewing each of these areas always remember to ask "Can you prove you have title".

  1. Is this company a subsidiary?
  2. Does the corporate name contain any foreign words or phrases, initials or an acronym?
    1. If yes, what is the English translation?
    2. If yes, what, if anything, do the initials stand for?
    3. If yes, what is the meaning of the an acronym?
    4. Have the foreign words or phrases, initials or the acronym in the corporate name recently been searched to determine if the client is the only user?
  3. Does the corporate name have a unique origin or meaning?
    1. If yes, who suggested or coined the corporate name and what, if any, is the origin?
    2. What was the date of the first business use of the name?
    3. Has the unique portion or origin of the corporate name recently been searched to determine if you are the only user?
    4. Have you had the unique portion of the corporate name registered as a trade-mark?
    5. How are your business phones answered?
  4. Has the company used or become known by any trade name or business name other than the corporate name?
    1. If yes, who suggested or coined the name?
    2. If yes, have you searched to determine if you are the only user?
    3. If yes, have you registered the name in Alberta or elsewhere?
    4. Have you registered the name as a trade-mark?
    5. What was the date of the first business use of the name?
  5. Does your company use a logo?
    1. If yes, who suggested, designed or coined the logo?
    2. Have you searched the logo to determine if you are the only user?
    3. Have you registered the logo as a trade-mark.
    4. What was the date of the first use of the logo?
    5. Is a new logo being developed or planned?
  6. Does your company use an advertising slogan?
    1. If yes, who suggested or coined the slogan and what is it?
    2. Have you searched the slogan to determine if you are the only user?
    3. If yes, have you registered the slogan?
    4. Have you registered the slogan as a trade-mark?
    5. If yes, supply use with a copy of the registration so that we might record the registration as an asset.
    6. What was the date of the first use of the slogan?
    7. Is a new slogan being developed or planned?
  7. Has this company developed any unique product or service names?
    1. If yes, who suggested or coined the unique names?
    2. Have you searched the names to determine if you are the only user?
    3. If yes, have you registered the product names in Alberta?
    4. Have you registered the product name as a trade-mark?
    5. Do you plan on developing unique product or service names for those companies that do not have any?
  8. Has this company developed labels for the products it markets?
    1. If yes, attach samples of each and advise the date of first use of each label.
    2. If yes, who suggested or designed the labels?
    3. Have you searched the label designs to determine if you are the only user?
    4. Have you registered the label design as a trade-mark?
  9. Does this company have a mascot, use a cartoon character or a caricature with whom they have become identified within the market place?
    1. If yes, who suggested or designed the mascot, cartoon or caricature?
    2. What was the date the mascot, cartoon or caricature was used for the first time or the date the same was introduced to your customers?
    3. Have you searched the designs to determine if you are the only user?
    4. Have you registered the designs as a trade-mark or copyright?
  10. Does this company distribute products, offer services, or operate any offices in other cities, provinces, or countries?
    1. If yes, has the company been extra-provincially registered?
    2. If no, do you have any immediate plans to establish offices or distribution in other locations?
  11. Has this company given the rights to distribute, market or promote any of it's products or services in a foreign jurisdiction or country?
    1. If no, do you have any such plans?
  12. Does this company import any product from a foreign country?
    1. Do these products have trade-marks registered in that country?
    2. Do these products have patents registered in that country?
    3. Do these products have copyrights registered in that country?
    4. Do these products have industrial designs registered in that country?
    5. Do you have the right to use the registrations in Canada?
    6. Have you effected registration in Canada?
    7. Have you translated any foreign sales literature, training manuals, videos, advertising material or instruction manuals into English or French?
    8. Have you made any improvement or modifications to your imports to conform to Canadian standards?
  13. Does this company have the exclusive rights to manufacture or distribute any products originating from a foreign country?
    1. Do these products have trade-marks, patents, copyrights, or industrial designs registered in that country?
    2. If yes, has the right to use the registrations been secured?
    3. Have your rights in Canada been registered?
    4. Have you translated any foreign sales literature, training manuals, videos, advertising material or instruction manuals into English or French?
    5. Have you made any improvement or modifications to your products to conform to or satisfy Canadian standards?
    6. Provide the date you reached the manufacture or distribution agreement.
    7. Provide the date you commenced to manufacture or distribute.
  14. Does this company export products?
    1. If yes, have they registered their rights in those foreign countries?
    2. Have they sold, transferred, or assigned any rights to any IP in any foreign country?
  15. Has franchising this business been considered?
    1. If yes, can we be of any assistance in this regard?
    2. If yes, have you prepared a marketing plan or a business plan?
  16. Has the possibility of taking this business public been considered?
    1. If yes, can we be of any assistance in this regard?
    2. If yes, have you prepared a marketing plan or a business plan?
    3. If no, can we be of any assistance in this regard?
  17. Has this company produced;
    1. Literature for distribution to your clients?
    2. Instruction manuals used to train employees?
    3. Instruction manuals for distribution to your clients?
    4. Instruction videos to train employees or clients? Yes / No
    5. Instruction videos for distribution to clients?
    6. Computer software specific to the operation of your business?
    7. Computer software that you distribute to your clients?
  18. Has this company;
    1. Invented any new products or processes?
    2. Made any modifications or innovations to any products that you import, distribute or sell?
    3. Created any unique design features that are a component of the finished products sold by the company?
    4. Developed any industry standards for use by others?
  19. Has this company retained any graphic artists, business consultants, or software developers?
    1. If yes, have these contractors assigns their rights to the client?

Notes to Questionnaire

If the accounting profession will take the time to review these matters with their clients when they prepare the corporate tax returns they can provide the client with some invaluable advice on how to protect those assets that are not registered. Remember, the software developer who writes programs for your client has not given the client any right to distribute the software, nor has he guaranteed he will not use the same source code for a competitor.

 

Arvic Search Services Inc.
Suite 260, 2323 - 32 Ave. N.E. Calgary, Alberta Canada T2E 6Z3
Phone: 403-234-0844 Toll Free: 1-888-227-8421 Fax: 403-294-0944 or Email Us