영업권은 식별이 불가능한 탓에 일반적으로 인정된 평가원칙 GAVP이나 기준에 의하지 않을 경우 평가자에 따라, 혹은 거래상황이나 평가목적에 따라 매우 큰 차이가 발생하게 된다. 이러한 차이를 극복하고, 평가정보 이용자들의 신뢰를 높이기 위해서는 국제평가기준 IVS 및 국제회계기준 IFRS과 우리 평가실무 방법론과의 정합성을 높일 필요가 있다. 우리나라 전통적 평가방식은 이미 글로벌화된 시장환경하에서 국제적으로 통용될 수 없고, 평가서비스 이용고객들의 눈높이에 맞는 보고서가 제공될 수도 없다. 더구나 법적분쟁이나 이해조정, 과세기준 관련 평가가 날로 증가하는 추세에서 이해관계자 누구에게나 설득력이 있는 객관적 평가서를 제시하기도 불가능하다. 이러한 시대적 배경에서 이 책은 국제평가기준 IVS에서 제시하고 있는 영업권의 평가기준과 절차를 영업권평가 실무사례에 직접 적용하여 그 해법을 제시한 책이다.

저자 : 경응수 현재 일신감정평가법인㈜의 대표 감정평가사로서 미국 감정평가협회(Appraisal Institute)의 정회원인 MAI(Member of Appraisal Institute) 우리나라 제1호이다. 한국CCIM협회장을 역임하였고, 현재는 고문을 맡아 국제적인 투자분석 전문가 교육에 힘쓰고 있다. ‘지식재산 무형자산 평가실무’, ‘현대감정평가원론’, ‘감정평가론’ 등의 저서가 있으며, 중앙대 건국대 동국대 경희대 단국대 대학원, 금융연수원, 한국토지주택공사, 한국감정원 등에서 강의하였다. 중앙대학교(경영학박사) New York University(MSci.) 연세대학교(경영학석사) 현재 일신감정평가법인 대표 한국감정평가학회 부회장 한국CCIM협회 고문(회장 역임) 한국경제학회, 경영정보학회 종신회원 감정평가사(한국), 감정평가사 자격시험 출제위원 역임 MAI(Member of Appraisal Institute) CCIM(Certified Commercial Investment Member) 저서 및 논문 감정평가론(5판, 나무미디어, 2018) 지식재산 무형자산평가실무(나무미디어, 2016) 현대감정평가원론(개정판, 교육과학사, 2016) 최신 기업가치평가론(공저, 부연사, 2007) 부동산 영한사전(부연사, 2006) 국제회계기준 도입과 유형자산의 감정평가, 감정평가학 논집, 감정평가학회, 2008. 6 우리나라 자산관리서비스업에 대한 REITs 도입의 영향: 현황과 발전과제, 감정평가연구, 한국부동산연구원, 2001 미국 감정평가업계의 최근 동향: 조직형태의 변화와 정보기술의 영향, 감정평가학논집, 감정평가학회, 2001 감정평가용 GIS활용도 제고를 위한 속성정보 DB 구축 및 Network 발전방향, 감정평가연구, 부동산연구원, 199

1장 무형자산과 영업권의 중요성 1. 무형자산의 정의와 특성 ·································································································· 17 1.1 무형자산의 중요성 _ 17 1.2 무형자산의 정의 _ 18 1.3 무형자산의 특성 _ 19 2. 영업권의 정의와 특성 ······································································································ 24 2.1 영업권의 정의 _ 24 2.2 사업결합과 영업권의 정의 _ 26 2.3 영업권의 구성요소 _ 28 2.4 영업권의 특성 _ 29 2.5 계속기업가치 _ 31 2.6 영업권의 양도성 _ 34 2.7 영업권의 지속성 _ 34 3. 영업권의 경제학적 개념 ·································································································· 36 4. 영업권의 회계학적 개념 ·································································································· 36 4.1 초과이익 개념 excess earnings concept _ 37 4.2 잔여가치 개념 residual value concept _ 37 4.3 시스템결합 개념 system value concept _ 38 5. 영업권의 평가목적과 근거 ······························································································· 39 5.1 영업권의 평가목적 _ 39 5.2 영업권평가의 법적 근거 _ 41 6. IFRS 의 영향 ···················································································································· 43 7. IVS 의 영향 ······················································································································ 45 7.1 IVSC 의 연혁 _ 45 7.2 국제평가기준의 개요 _ 46 7.3 국제평가기준과 무형자산평가 _ 47 8. 전문가 윤리 ······················································································································ 48 8.1 직업윤리의 의의와 중요성 _ 48 8.2 직업윤리의 변화 _ 48 2장 영업권 평가와 기업가치 평가 1. 영업권 평가와 기업가치 평가 ························································································· 53 1.1 기업가치의 구성 _ 54 1.2 영업권 가치와 수익성 _ 57 2. 자본비용의 측정 ··········································································································· 59 2.1 자기자본비용 _ 61 2.2 타인자본비용 _ 68 2.3 자본비용과 WACC _ 70 3. 자산별 요구수익률 ········································································································· 72 4. 영업권과 무형자산의 관계 ····························································································· 78 4.1 영업권과 기업가치 _ 78 4.2 영업권과 상표권 _ 80 4.3 영업권과 권리금 _ 81 ■Valuation Issues: 무형자산‘진행중인 연구개발비’IPR&D _ 82 - 4 - 3장 영업권의 평가기준과 절차 1. 영업권의 평가원리 ········································································································· 87 1.1 가치의 3 면성 _ 87 1.2 잔여가치의 원리 _ 88 1.3 무형자산의 다양한 평가방법 _ 92 2. 가치전제와 가치기준 ······································································································ 94 2.1 가치전제 premises of value _ 94 2.2 가치기준 bases of value _ 96 3. 영업권의 평가기준 ··········································································································· 98 3.1 국제평가기준 IVS _ 98 3.2 감정평가실무기준 _ 122 3.3 상속세 및 증여세법 _ 125 3.4 토지보상법 _ 126 4. 영업권의 평가절차 ········································································································· 128 4.1 기본적 사항의 식별 및 확정 _ 129 4.2 처리계획의 수립 _ 132 4.3 자료수집 및 기본분석 _ 132 4.4 재무자료의 분석과 조정 _ 134 4.5 매출액 및 성장률의 추정 _ 137 4.6 평가기법의 적용 _ 144 4.7 시산가치 조정 및 평가가액의 결정 _ 145 4.8 감정평가서의 작성 _ 146 4장 영업권 평가의 소득접근법 1. 소득접근법의 개요 ········································································································· 151 2. 소득접근법의 기초 ········································································································· 153 2.1 잔여가치와 소득접근법 _ 153 2.2 자산유형별 수익률 _ 154 2.3 유형자산 수익률 _ 158 2.4 무형자산 수익률 _ 159 2.5 수익의 지속기간 _ 161 3. 잔여법 residual from business enterprise method ······································································· 164 3.1 개요 _ 164 3.2 적용절차 _ 168 3.3 예제 _ 169 4. 다기간초과이익법 MPEEM ······························································································· 172 4.1 개요 _ 172 4.2 적용대상 _ 174 4.3 적용절차 _ 177 4.4 예제 _ 179 4.5 잔여법과의 차이분석 _ 186 5. 단기간초과이익법 SPEEM ································································································· 188 5.1 개요 _ 188 5.2 적용절차 _ 189 5.3 예제 _ 191 6. 초과이익환원법 CEEM ····································································································· 194 6.1 개요 _ 194 6.2 다기간초과이익법과의 비교 _ 197 6.3 초과이익 지속기간과 환원율 _ 98 6.4 정상이익률의 산정 _ 199 6.5 적용절차 _ 200 6.6 초과이익환원법의 적용조건 및 한계 _ 201 6.7 예제 _ 202 - 5 - 5장 영업권의 다양한 평가방법과 이슈 1. 시장접근법 ······················································································································ 209 2. 비용접근법 ···················································································································· 211 3. 매수가격배분법 PPA method ······························································································· 214 3.1 기본개념과 목적 _ 214 3.2 무형자산의 식별 _ 216 3.3 영업권의 가치 _ 217 4. 상각절세효과 TAB ··········································································································· 220 5. 세법상의 보충적 방식 ···································································································· 221 6. 개별물건기준 원칙과 영업권 평가 ················································································ 224 7. 개인영업권과 기업영업권 ······························································································ 227 8. 시장성할인 ······················································································································ 231 9. 소수지분할인 ·················································································································· 238 6장 영업권 평가사례 1. 회사 및 평가개요 ··········································································································· 249 1.1 평가목적 _ 249 1.2 기준가치 _ 249 1.3 기준시점 및 조사평가기간 _ 250 1.4 평가대상 _ 250 1.5 초과이익의 발생요소 _ 250 1.6 평가방법 _ 251 1.7 일반가정 및 제약조건 _ 252 2. 거시경제 및 산업환경 분석 ·························································································· 253 2.1 국내경제 현황과 전망 _ 253 2.2 세계경제 현황과 전망 _ 255 3. 기업분석 ······················································································································· 257 4. 기업가치의 산정 ············································································································· 257 4.1 기본가정 _ 258 4.2 평가절차 _ 259 5. 영업권의 가치평가 ········································································································· 266 5.1 잔여법 _ 266 5.2 다기간초과이익법 MPEEM _ 269 5.3 초과이익환원법(IVS 기준) _ 276 5.4 단기간초과이익법 SPEEM _ 279 5.5 시산조정 및 평가가액의 결정 _ 282 ■Valuation Issues 영업가치와 비영업가치의 평가 _ 284 7장 사업결합과 영업권의 평가 1. 사업결합시 무형자산의 인식과 평가 ············································································ 287 1.1 무형자산의 인식 _ 287 1.2 무형자산 평가기법 _ 289 1.3 무형자산 평가상 유의점 _ 291 - 6 - 2. 매수가격배분법 PPA method ···························································································· 295 2.1 매수가격배분의 목적 _ 295 2.2 영업권 구성요소와 배분 _ 297 2.3 매수가격배분법의 적용 절차 _ 298 2.4 무형자산 및 영업권의 평가 _ 300 3. 매수가격배분법 PPA method 에 의한 평가사례 ································································ 316 3.1 개요 _ 316 3.2 경영실적 및 재무상태 _ 317 3.3 추정 현금흐름 및 기업가치의 평가 _ 319 3.4 식별가능 무형자산의 평가 _ 321 3.5 영업권의 가치 _ 335 3.6 무형자산 평가결과와 WARA 의 적정성 _ 337 ■Valuation Issues 회계상 영업권은 세법상 영업권과 다르다”_ 339 8장 영업권의 손상평가 1. 영업권 배분과 손상평가의 목적 ················································································· 343 2. 현금창출단위 CGU 의 결정 ······························································································ 345 3. 손상징후 impairment triggering event ······················································································· 346 4. 손상검사 impairment test ··································································································· 347 5. 손상평가 measurement of impairment ····················································································· 349 5.1 손상평가 진행절차 _ 349 5.2 장부가액의 산정 _ 351 5.3 순공정가치의 산정 _ 352 5.4 사용가치의 산정 _ 353 9장 상가권리금의 평가 1.「상가임대차보호법」과 권리금의 평가 ·········································································· 359 2. 권리금의 구성요소 ········································································································· 360 2.1 지역권리금(바닥권리금) _ 360 2.2 영업권리금 _ 361 2.3 시설권리금 _ 362 2.4 이익권리금 _ 362 3. 권리금의 발생원인 ········································································································· 363 3.1 수요공급의 원리 _ 363 3.2 창업비용의 회수 _ 363 3.3 이미 지급한 권리금의 회수 _ 363 3.4 심리적 요소 _ 364 3.5 세금탈루 및 임대인의 선호 _ 364 3.6 법령상 임차료의 제한 _ 364 3.7 인허가 요건의 강화 _ 365 4. 권리금의 평가절차 ········································································································· 365 4.1 기본적 사항의 확정 _ 365 4.2 처리계획의 수립 _ 366 4.3 대상물건의 확인 _ 366 4.4 자료수집 및 정리 _ 366 4.5 자료검토 및 가치형성요인 분석 _ 366 4.6 감정평가방법의 선정 및 적용 _ 367 4.7 감정평가액의 결정 및 표시 _ 367 5. 영업권과 권리금 평가방법의 비교 ················································································ 368 5.1 영업권의 수익환원법 평가 _ 369 - 7 - 5.2 권리금(무형재산)의 수익환원법 평가 _ 371 6. 개별평가법 ······················································································································ 372 6.1 수익환원법에 의한 무형재산 평가 _ 372 6.2 무형재산의 원가법 평가 _ 3766.3 유형재산의 평가 _ 377 7. 일괄평가법 ······················································································································ 378 7.1 거래사례비교법 _ 378 7.2 수익환원법 _ 379 7.3 기타 평가방법 _ 379 8. 권리금 평가의 문제점 ···································································································· 381 10장 상가권리금의 평가사례 1. 평가대상 및 평가개요 ···································································································· 387 1.1 평가목적 _ 388 1.2 기준시점 _ 388 1.3 평가근거 및 기준가치 _ 388 1.4 평가방법 및 전제조건 _ 388 2. 대상물건의 개요 ··········································································································· 389 2.1 대상부동산 _ 389 2.2 유형재산 _ 390 3. 권리금 구성요소 및 감정평가방법의 적용 ··································································· 390 3.1 권리금 구성요소 _ 390 3.2 권리금의 감정평가방법 _ 391 4. 개별평가법의 적용 ········································································································· 392 4.1 무형재산의 평가 _ 392 4.2 유형재산의 평가 _ 401 4.3 개별평가법에 의한 시산가액 _ 402 5. 일괄평가법의 적용 ········································································································· 402 6. 최종평가액의 결정 ········································································································· 406 부록 1. 감정평가에 관한 규칙 _ 410 2. 감정평가실무기준(무형자산관련) _ 417 3. IVS(국제감정평가기준) _ 424 4. ASA 기업가치평가기준 참고문헌 _ 472 찾아보기 _ 481

-