for Accounting Professionals CONSOLIDATION PART 2 2011 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng CONSOLIDATION PART 2 IFRS WORKBOOKS (1 million downloaded) Welcome to IFRS Workbooks! These are the latest versions of the legendary workbooks in Russian and English produced by 3 TACIS projects, sponsored by the European Union (2003-2009) and led by PricewaterhouseCoopers. They have also appeared on the website of the Ministry of Finance of the Russian Federation. The workbooks cover various concepts of IFRS based accounting. They are intended to be practical self-instruction aids that professional accountants can use to upgrade their knowledge, understanding and skills. Each workbook is a self-standing short course designed for approximately of three hours of study. Although the workbooks are part of a series, each one is independent of the others. Each workbook is a combination of Information, Examples, Self-Test Questions and Answers. A basic knowledge of accounting is assumed, but if any additional knowledge is required this is mentioned at the beginning of the section. Having written the first three editions, we want to update them and provide them to you to download. Please tell your friends and colleagues. Relating to the first three editions and updated texts, the copyright of the material contained in each workbook belongs to the European Union and according to its policy may be used free of charge for any non-commercial purpose. The copyright and responsibility of later books and the updates are ours. Our copyright policy is the same as that of the European Union. We wish to especially thank Elizabeth Appraxine (European Union) who administered these TACIS projects, Richard J. Gregson (Partner, PricewaterhouseCoopers) who led the projects and all friends at Bankir.Ru for hosting the books. TACIS project partners included Rosexpertiza (Russia), ACCA (UK), Agriconsulting (Italy), FBK (Russia), and European Savings Bank Group (Brussels). The help of Philip W. Smith (editor of the third edition) and Allan Gamborg, project managers and Ekaterina Nekrasova, Director of PricewaterhouseCoopers, who managed the production of the Russian version (2008-9) is gratefully acknowledged. Glyn R. Phillips, manager of the first two projects conceived the idea, designed the workbooks and edited the first two versions. We are proud to realise his vision. Robin Joyce Professor of the Chair of International Banking and Finance Financial University under the Government of the Russian Federation Visiting Professor of the Siberian Academy of Finance and Banking http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Moscow, Russia 2011 Updated 2 CONSOLIDATION PART 2 (ii) determining the acquisition date; CONTENTS 1. Consolidation Introduction 3 2. Definitions 4 3. Intra Group Trading 5 4. Dividends Paid out of Pre-Acquisition Profits 5. Dividends Paid out of Post-Acquisition Profits 15 6. Intra-Group Asset Sales 18 7. Vertically Integrated Groups 19 8. Consolidated Income Statements 21 9. Multiple Choice Questions 24 13 10. Exercise Questions 25 11. Solutions 37 1. Consolidation Introduction Aim The aim of this workbook is to assist in understanding consolidation methodology for IFRS. Approach To consolidate a business combination requires: (i) identifying the acquirer; http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng (iii) recognising and measuring the identifiable assets acquired, liabilities assumed and any non-controlling interest in the acquiree; and (iv) recognising and measuring goodwill or a gain from a bargain purchase. Before commencing a consolidation, the accountant should have the full financial statements of the parent and subsidiaries produced as of the same date, and using the same accounting policies. Where possible, all subsidiary year-ends must be the same as the parent undertaking. Under IFRS 10, the maximum permitted difference is 3 months. Adjustment should be made for any significant differences created by any subsidiary having a different accounting date. The length of reporting periods, and any difference in the reporting dates, should be consistent from period to period. This will make the corresponding figures from previous accounting periods more easily comparable. Transactions and balances between group undertakings should be l reconciled and listed. Where an undertaking has been purchased or sold, the financial statements at the time of acquisition or sale should be on hand. Spreadsheets are ideal for producing consolidated balance sheets and income statements, although bespoke consolidated software is available. 3 CONSOLIDATION PART 2 At a practical level, to ensure consistency of treatment, a consolidation pack is prepared for each group company detailing standard adjustments, reconciliation’s, forms, and spreadsheets. This makes assembly of the final group reports much simpler and reduces the possibilities of different interpretations by the financial controllers of each group company. Other Workbooks Consolidation 1 and 3 concentrate on practical consolidation and dealing with Associates and Joint Ventures. The IFRS 3 workbook concentrates on that standard which provides guidance on specific points, such as the purchase of companies in stages, loss of control but retention of an associate and reverse takeovers. IAS 27 has been replaced by IFRS 10 for consolidated financial statements. IFRS 11 has replaced IAS 31. The new standards are effective from 2013. The earlier standards can be used until then. 2. Definitions Undertaking An undertaking is any business, either incorporated or unincorporated. Group, or business combination Two or more companies where one company controls the other(s). Consolidated accounts will be required if one business controls another, whatever are the means of control. Dissimilar business activities must be consolidated, if they controlled by the parent undertaking. Control Control is the power to govern the financial and operating policies of an undertaking to obtain benefits. Indications of control are: Ownership of more than 50% of the voting rights. Effective control over more than 50% of the voting rights. For example, a husband owns 30% and a wife owns 40%. As they are connected parties, they can exercise control over the subsidiary. Controlling the composition of the board of directors. For example if A controls B and B controls C, the A controls C. Minority Interest (now called non-controlling interests) Minority interest is the part of the net assets of a subsidiary attributable to others outside the group. Parent (now called controlling interests) A parent is an undertaking that controls another undertaking. Subsidiary A subsidiary is an undertaking that is controlled by another. http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Fair value The price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement 4 CONSOLIDATION PART 2 date. (IFRS 13) Monetary assets Monetary assets are money held, assets receivable, and liabilities payable, in cash or cash equivalents. Uniting of Interests Uniting (or pooling) of interests was an alternative method of consolidation. It reflects the merger of two, or more, interests, where no undertaking can be identified as the acquirer. IFRS 3 eliminated this method as an option for acquisitions. Associate An undertaking in which the parent has significant influence, but is neither its subsidiary, nor part of a joint venture of the parent. Indications of significant influence are: Ownership of 20-50% of the voting shares 3. Intra Group Trading Example 1 Parent Balance Sheet Assets Cash Accounts receivable Investments Fixed Assets On consolidation, these always cancel each other out. http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 400 500 1700 Then, the parent loans 100 to the subsidiary. Subsidiary Balance Sheet Assets Cash Accounts receivable Investments Fixed Assets A joint venture is an undertaking subject to the joint control of two or more enterprises. The joint control is usually governed by a contract between the parties. Intra Group Trading When the parent trades with a subsidiary, the parent’s balance sheet shows an asset/liability, and an equal, but opposite, asset/liability is shown in the balance sheet of the subsidiary. 800 The parent buys 100% of the subsidiary. It pays 270 cash. Representation on the Board of Directors Joint Venture Liabilities 400 Accounts payable 1000 Accruals 200 Shareholders’ Funds 100 Profit and loss Account 1700 Liabilities 20 Accounts payable 400 100 50 Shareholders’ Funds 570 300 270 570 Parent Balance Sheet (after acquisition & loan transaction) Assets Cash Accounts receivable Investments Investment in S Liabilities 30 Accounts payable 1000 200 Accruals 270 800 400 5 CONSOLIDATION PART 2 Loan to subsidiary Fixed Assets 100 100 Shareholders’ Funds 1700 2000 500 1700 Note: Cash= 400-270-100=30 Subsidiary Balance Sheet Assets Cash Accounts receivable Investments Fixed Assets Liabilities 120 Accounts payable 400 Loan from Parent 100 50 Shareholders’ Funds 670 2000 300 Note: Cash= 30+120=150 Investments= (470-270)+100 =300 The loan has been eliminated on consolidation. All transactions between parent and subsidiary are accounted for through the subsidiary account (in the parent’s books) and the parent account (in the subsidiaries books). These accounts are always equal and opposite, and cancel out on consolidation. 100 In the next example, the subsidiary is 100% owned and cost 270 cash. 270 670 The parent buys an investment security for 100 from a subsidiary that paid 90 for it. No cash has been transferred between the companies to settle this transaction at the balance sheet date. Note: Cash= 20+100=120 The asset in the parent balance sheet is equal, but opposite, to the liability in the subsidiary balance sheet. Group Balance Sheet Liabilities 150 Accounts 1100 payable Accounts receivable 1400 Investments 300 Accruals 400 Fixed Assets 150 Shareholders’ 500 Funds http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng The subsidiary shows 100 owing from the parent company and a profit of 10 from the sale of the investment. Example 2 Intra Group Profit: Parent Balance Sheet (after acquisition) Assets Cash Assets Cash Accounts receivable Investments Liabilities 30 Accounts payable 1000 200 Accruals 800 300 6 CONSOLIDATION PART 2 Investment in subsidiary Fixed Assets 270 100 Shareholders’ Funds 1600 Cr Investments 90 500 1600 The Parent’s Balance Sheet shows an increase in investments of 100 and 100 owing to the subsidiary. Subsidiary Balance Sheet (before transaction) Assets Cash Accounts receivable Investments Fixed Assets 20 400 100 50 Liabilities Accounts payable Shareholders’ Funds 570 Parent Balance Sheet (after transaction) 270 Assets Cash 30 Accounts receivable 1000 Investments 300 Investment in Subsidiary 270 Fixed Assets 100 570 1700 300 Accounts receivable Investments Parent account Fixed Assets Liabilities Accounts payable 300 100 500 1700 The profit is not realised as far as the group is concerned so it has to be eliminated on consolidation. Subsidiary Balance Sheet (after transaction) 20 Accruals Subsidiary account Shareholders’ Funds 800 Note: Investments= 200+100=300 Note: All investments are stated at cost Assets Cash Liabilities Accounts payable 300 400 10 100 Shareholders’ Funds 50 Profit 580 270 10 580 Notes: Dr Parent account 100 Cr Profit 10 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Assets Cash Accounts receivable Investments Fixed Assets Group Balance Sheet Liabilities 50 Accounts payable 1400 300 Accruals 150 Shareholders’ Funds 1900 1100 300 500 1900 7 CONSOLIDATION PART 2 Note: Investments= 300-10+10=300 Details of the bookkeeping are on the next page: http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 8 CONSOLIDATION PART 2 Derivation of Group Figures Parent Dr Assets Cash Accounts receivable Investments Investment in S Parent Subsidiary Fixed Assets Cr 30 1000 300 270 Subsidiary Adjustments Dr Dr Cr 20 400 10 100 100 10 270 100 50 800 300 300 Shareholders’ Funds 500 280 280 580 280 1700 1700 580 Dr Cr 50 1400 300 150 Liabilities Accounts payable Accruals TOTAL Cr Total 1100 300 500 280 1900 1900 The adjustment eliminates the investment in subsidiary, and the 10 profit created by the intra group transaction. http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 9 CONSOLIDATION PART 2 Example 3 Realised Intra Group Profits Subsidiary Balance Sheet (same as in the previous example) The parent buys a security for 100 from a subsidiary that paid 90 for it, as in the previous example. Next the parent sold the investments to another client, outside the group, for 120. This means that the group profit on the transaction is 120-90=30. Assets Cash Accounts receivable Investments Parent account Liabilities 20 Accounts payable 400 10 100 Shareholders’ Funds 50 Retained Earnings 580 300 270 This profit is realised, as it has been sold outside the group. 20 of the profit is found in the parent and 10 in the subsidiary. Fixed Assets In this example, the subsidiary is 100% owned, and cost 270 cash, as in the previous example. The Balance sheets are stated after both acquisition of subsidiary and the intra group purchase of the investment, but before sale outside the group. Then the parent sells the investment to a third party for 120 cash. Parent Balance Sheet (same as in the previous example) Assets Cash Accounts receivable Investments Investment in subsidiary Fixed Assets Liabilities 30 Accounts payable 1000 300 Accruals 270 Subsidiary account 100 Shareholders’ Funds 1700 10 580 In this case, all of the profit is realised as the investment has been sold outside the group. Note that even if the subsidiary is only partly-owned, all unrealised profit is fully eliminated on consolidation. Parent Balance Sheet (after Sale) 800 Assets Cash 300 100 Accounts receivable Investments Investment in S 500 Fixed Assets 1700 Liabilities 150 Accounts payable 1000 Accruals 200 Subsidiary a/c 270 Shareholders’ Funds 100 Retained Earnings 1720 800 300 100 500 20 1720 Notes: http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 10 CONSOLIDATION PART 2 Cash= 30+120=150 Investments= 300-100=200 The profit is now realised by the group. The retained earning is the profit on sale attributable to the parent. EXAMPLE 1. – partly-owned subsidiaries Group Balance Sheet (after sale) Assets Cash Accounts receivable Investments Fixed Assets Liabilities 170 Accounts payable 1400 210 Accruals 150 Shareholders’ Funds Retained Earnings 1930 In the following examples, I/B refers to Income Statement and Balance Sheet (SFP). 1100 P has a subsidiary S, of which it owns 70%. At the balance sheet date S has inventories that it bought from P at a cost of 100. P made a profit of 20 on the sale. 300 500 As the profit was earned by the parent, all the profit is eliminated. (There is no impact on minority interests.) 30 1930 Notes: Cash= 150+20=170 Accounts Receivable= 1000+400= 1400 Investments= 200+10=210 Accounts payable= 800+300= 1100 Retained Earnings= 10+20=30 This is the parent’s profit on sale (20) and the post acquisition profit of the subsidiary (10). Intra-group profits – partly-owned subsidiaries and associates http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Revenue Cost of sales Inventory Reduction of group sales, cost of sales and profit in P’s inventory I/B I I B DR 100 CR 80 20 EXAMPLE 2. – partly-owned subsidiaries P has a subsidiary S, of which it owns 70%. At the balance sheet date P has inventories that it bought from S at a cost of 100. S made a profit of 20 on the sale. Revenue I/B I DR 100 CR 11 CONSOLIDATION PART 2 Cost of sales Inventory Reduction of group sales, cost of sales and profit in P’s inventory Minority interests (balance sheet) (30%*20) Minority interests (income statement) Reducing the profit related to minority interests I B 80 20 B P has an associate A, of which it owns 20%. At the balance sheet date P has inventories that it bought from A at a cost of 100. A made a profit of 25 on the sale. 6 I 6 Share of income of associates Investment in associate (20%*25) Reduction of group net income, and investment in associate EXAMPLE 3. - associates P has an associate A, of which it owns 20%. At the balance sheet date A has inventories that it bought from P at a cost of 100. P made a profit of 25 on the sale. Revenue (20%*100) Cost of sales Investment in associate (20%*25) Reduction of group sales, cost of sales and investment in associate DR I/B I B DR CR 5 5 EXAMPLE - Associates and extent of inter-group elimination As the profit was earned by the parent, the parent’s share of profit is eliminated. I/B I I B EXAMPLE 4. - associates Undertaking C is a 20% investor in an associate, undertaking D. (see Consolidation Book 3 for accounting for associates) During the year, undertaking C entered into the following transactions with undertaking D: CR 20 15 5 - sale of inventory with a cost price of £100 for £200. The stock has not been sold by undertaking A at year end; and - providing management services to undertaking D and invoicing £200 for these services. How should undertaking C account for the revenue arising from the sale of inventory and management services? Many of the procedures appropriate to the application of the equity method are similar to the consolidation procedures. http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 12 CONSOLIDATION PART 2 Unrealised profits and losses arising from downstream transactions are eliminated to the extent that the investor is transacting with itself. While the inventory remains on the associate’s balance sheet, the associate will not be recording an expense in its income statement. Therefore a consolidation entry, reducing the revenue arising from the sale of the inventory by £40 (£200 x 20%), is required to eliminate the unrealised portion of the gain made in undertaking C. The revenue arising from the management services would not be adjusted, as the management services cost is realised in the associate. As undertaking D is equity- accounted for, £40 (£200 x 20%) - representing the portion of the cost relating to undertaking C - will be reflected in the consolidated financial statements of undertaking C; no further elimination entry is therefore required. EXAMPLE - Discontinued operations and intra-group balances Group E plans to sell one of its subsidiaries F. F meets the criteria in IFRS 5 to be classified as a disposal group held for sale and also to be presented as discontinued. IFRS 5 requires that operations classified as held for sale are measured at the lower of carrying value and fair value less costs to sell. The net assets of F to be sold include various trading balances with other members of group E. Should these intra-group balances form part of the fair value less cost to sell of F that would be presented separately as discontinued in the consolidated financial statements of E? IFRS 5 does not provide guidance on the treatment of intra-group balances within disposal groups classified as held for sale. It does not provide any relief from the requirement to apply IFRS 10. http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Undertaking E must therefore continue to eliminate the intra-group balances between F and the rest of the group in accordance with the normal consolidation requirements, and present the disposal group excluding the eliminated balances. The net assets of F should be presented as held for sale, excluding the intra-group balances. However, E should disclose any material intra-group balances, currently eliminated on consolidation that will be disposed of, and should disclose any relevant impact such balances may have on F’s fair value less costs to sell. 4. Dividends Paid out of Pre-Acquisition Profits ‘Pre-acquisition’ dividends During the year, a subsidiary pays a dividend to its parent in excess of its post-acquisition reserves. The parent has early adopted the recent amendment to IAS 27 (now IFRS 10). How does the parent account for the dividend paid out of preacquisition profits? Dividends paid from pre-acquisition profits of a subsidiary are now recognised in profit or loss and are no longer recognised as a deduction from the investment in subsidiary. However, if there is evidence of impairment, this could trigger an impairment test in terms of IAS 36, Impairment of Assets. Triggers include: a) if the carrying amount of the investment in the subsidiary exceeds the carrying amount in the consolidated financial statements of the subsidiary’s net assets, including the associated goodwill; and 13 CONSOLIDATION PART 2 b) if the dividend exceeds the total comprehensive income of the subsidiary in the period the dividend is declared. Assets Cash Example 4 Parent Balance Sheet (pre-acquisition) Accounts receivable Investments Investment in S Assets Cash Accounts receivable Investments Fixed Assets Liabilities 400 Accounts payable 1000 200 Accruals 100 Shareholders’ Funds Retained Earnings 1700 800 Fixed Assets Accounts receivable Investments Fixed Assets Liabilities 50 Accounts payable 400 100 Share Capital 50 Retained Earnings 600 200 300 Shareholders’ Funds 100 Retained Earnings 1700 800 300 500 100 1700 300 500 100 S pays a dividend of 30, all out of pre-acquisition profits. The parent in its own accounts does treats this as investment income, but the value of S has fallen to 270. 1700 Therefore, the investment in S has been impaired and reduced in value by 30. The impairment is recorded in the Income Statement, eliminating the benefit of the dividend. Subsidiary Balance Sheet (pre-acquisition) Assets Cash Liabilities 100 Accounts payable 1000 Accruals The only benefit to the parent is that it receives 30 in cash. 300 So, in the Parent Balance Sheet the net cost of S is reduced from 300 to (300-30)=270, and cash increased from 100 to 130. 270 30 600 Subsidiary Balance Sheet(after dividend payment) The parent buys 100% of the subsidiary for 300. Parent Balance Sheet (post-acquisition) http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Assets Cash Liabilities 20 Accounts 300 14 CONSOLIDATION PART 2 payable Accounts receivable Investments Fixed Assets Accounts receivable Investments 400 100 Share Capital 50 Retained Earnings 570 270 0 570 Parent Balance Sheet (after dividend received) Assets Cash Accounts receivable Investments Investment in S* Fixed Assets Liabilities 130 Accounts payable 1000 200 Accruals 270 Shareholders’ Funds 100 Retained Earnings** 1700 800 300 500 100 1700 * After recording an impairment of 30 (300-30) ** 100 + 30 dividends received – 30 impairment charge = 100 Consolidated Balance Sheet Assets Cash Fixed Assets Liabilities 150 Accounts 1100 payable http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 1400 Accruals 300 300 Shareholders’ Funds 150 Retained Earnings 2000 500 100 2000 Notes: Cash= 20+130=150 Accounts receivable= 400+1000=1400 Investments= 100+200=300 Fixed Assets= 50+100=150 Accounts payable= 300+800=1100 5. Dividends Paid out of Post-Acquisition Profits Dividends paid out of post-acquisition profits are income in the income statement of Parent and an expense for Subsidiary. Postacquisition profits may be considered to be group profits, as they are made after the subsidiary becomes a member of the group. On consolidation these cancel out (dividends received = dividends paid). Example 5 Minority Interest and Dividends Paid from Pre- and Post- Acquisition Profits Parent Balance Sheet (before acquisition of subsidiary) 15 CONSOLIDATION PART 2 Assets Cash Inventory Investments Fixed Assets Liabilities 400 Accounts payable 1000 Accruals 200 Share Capital 100 Retained Earnings 1700 1700 1700 800 300 500 100 1700 Subsidiary Balance Sheet (before acquisition) Assets Liabilities Cash 50 Accounts 300 payable Inventory 400 Investments 100 Share Capital 270 Fixed Assets 50 Retained 30 Earnings 600 600 S pays a dividend of 30, all out of pre-acquisition profits. P owns 60% of S. P receives a dividend of 18 (60% of 30), paid out of pre-acquisition profits. On consolidation this is treated as a return of capital (purchase price) but in the parent balance sheet it is treated as investment income. So, the net investment cost of S is reduced from 300 to 282 (30018) – an impairment. S’s retained earnings are reduced from 30 to 0. The remaining 12 of dividend will be paid to the minority interest and reduces the value of the minority interest in the consolidated balance sheet. The parent buys 60% of the subsidiary for 300 cash. Parent Balance Sheet (after acquisition) Liabilities 100 Accounts 800 payable Inventory 1000 Investments 200 Accruals 300 Investment in S 300 Share Capital 500 Fixed Assets 100 Retained 100 Earnings http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Assets Cash Subsidiary Balance Sheet (after dividend payment) Assets Cash Inventory Investments Liabilities 20 Accounts payable 400 100 Share Capital 300 270 16 CONSOLIDATION PART 2 Fixed Assets 50 Retained Earnings 570 0 570 Parent Balance Sheet (after receipt of dividend) Assets Cash Inventory Investments S investment Fixed Assets Liabilities 118 Accounts payable 1000 Accruals 200 Share Capital 282 100 Retained Earnings 1700 800 300 500 Inventory Investments Fixed Assets Goodwill Liabilities 138 Accounts payable 1400 300 Accruals Minority Interest 150 Share Capital 120 Retained Earnings 2108 The subsidiary then makes a profit of 100, (post-acquisition profits) which it pays out as a cash dividend. The parent company’s balance sheet had not changed since receiving the first dividend. Parent Balance Sheet 100 300 Liabilities 178 Accounts payable 1000 200 Accruals 300 100 Share Capital Retained Earnings 1760 108 500 100 Notes: Cash (plus dividend)= 118+60%(100)=178 Retained Earnings= 118+60%(100)=178 1700 Consolidated Balance Sheet Assets Cash Cash= 118+20=138 Inventory= 1000+400=1400 Investments= 200+100=300 Goodwill= P has paid 300 for 60% of the assets of S (60% of (270+30) = 180) so goodwill= 300-180=120 Accounts payable= 800+300=1100 Minority Interest= 40%of 300 less dividend of 12= 108 1100 2108 Notes http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Assets Cash Inventory Investments S investment Fixed Assets 800 300 500 178 1760 Subsidiary Balance Sheet (after 2nd dividend payment- no change. All profits paid out in dividends) Assets Liabilities 17 CONSOLIDATION PART 2 Cash Inventory Investments Fixed Assets 20 Accounts payable 400 100 Share Capital 50 Retained Earnings 570 300 Example 6 Parent Balance Sheet (before acquisition) 270 0 Assets Cash 570 The dividend of 100 of post-acquisition profits is spilt between the parent (60) and minority interests (40). Inventory Investments Fixed Assets As it is paid in cash, no change is made to minority interests in the consolidated balance sheet. Consolidated Balance Sheet Assets Cash Inventory Investments Fixed Assets Goodwill Liabilities 198 Accounts payable 1400 300 Accruals Minority Interest 150 Share Capital 120 Retained Earnings 2168 Liabilities 300 Accounts payable 1000 200 Accruals 100 Shareholders’ Funds 1600 800 300 500 1600 Subsidiary Balance Sheet (before acquisition) 1100 300 108 500 160 Assets Cash Inventory Investments Fixed Assets Liabilities 20 Accounts payable 400 100 50 Shareholders’ Funds 570 300 270 570 2168 P buys 100% of S for 270 Cash. Notes: Retained earnings= 178-18(dividend from pre-acquisition)= 160 All post acquisition profits paid as cash dividend 6. Intra-Group Asset Sales Any profits or losses, on the sale of assets to other group members, must be cancelled out on consolidation. http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng P sells a fixed asset to S for cash. Details of the asset are: Cost 20 Net Book Value at date of sale 5 Sale Price 12 Profit=7 (12-5) Parent Balance Sheet (after sale of asset and S purchase) 18 CONSOLIDATION PART 2 Assets Cash Inventory Investments S investment Fixed Assets Liabilities 42 Accounts payable 1000 200 Accruals 270 Shareholders’ Funds 95 Profit on asset sale 1607 Investments 800 Fixed Assets Inventory Investments Fixed Assets Liabilities 8 Accounts payable 400 100 62 Shareholders’ Funds 570 500 0 1900 300 500 7 1607 Notes: Cash= 300-270+12=42 Fixed Assets= 100-5=95 Subsidiary Balance Sheet (after purchase of asset) Assets Cash 300 Shareholders’ Funds 150 Profit 1900 Notes: Cash= 42+8=50 Inventory= 1000+400=1400 Investments= (470-270)+100=300 Fixed Assets= 95+62-7=150 Accounts Payable= 800+300=1100 Shareholders’Funds= (507-7)+(270-270)= 500 300 270 7. Vertically Integrated Groups 570 Notes: Cash= 20-12=8 Fixed Assets= 50+12=62 Parent owns 70% of S1 S1 owns 60% of S2 Consolidated Balance Sheet Assets Cash Liabilities 50 Accounts 1100 payable Inventory 1400 Accruals 300 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng P owns (60% of 70%) = 42% of S2, but since P controls S1 and it in turn controls S2, P effectively controls S2 and its results should be consolidated with P. 19 CONSOLIDATION PART 2 So a subsidiary is consolidated if the parent holding is greater than 50%, or if the parent has effective control through a subsidiary. Example 7 Subsidiary 2 Balance Sheet (before acquisition) Assets Cash Parent Balance Sheet(before acquisition) Assets Cash Inventory Investments Fixed Assets Liabilities 300 Accounts payable 1000 200 Accruals 100 Shareholders’ Funds 1600 800 Inventory Investments Fixed Assets Liabilities 10 Accounts payable 300 80 30 Shareholders’ Funds 420 300 120 420 300 500 1600 Parent buys 60% of Subsidiary 1 for 200, and pays cash. Consolidated Balance Sheet - S1 Group Subsidiary 1 Balance Sheet (before acquisition) Assets Cash Inventory Investments Fixed Assets Liabilities 120 Accounts payable 400 100 50 Shareholders’ Funds 670 Assets Cash 400 270 Inventory Investments Fixed Assets Goodwill 670 Subsidiary 1 buys 70% of Subsidiary 2 for 100, and pays cash. http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Liabilities 30 Accounts payable 700 180 80 Minority Interest 16 Shareholders’ Funds 1006 700 36 270 1006 Notes: 20 CONSOLIDATION PART 2 Cash= (120-100)+10=30 Inventory= 400+300=700 Investments= 100+80=180 Fixed Assets= 50+30 = 80 Goodwill= 100 – (70% of 120)=16 Accounts Payable= 400+300=700 Minority Interest = 30% of 120=36 In theory, the income statement of a 100% owned subsidiary can be added directly to the income statement of the parent to give a consolidated result. In practice, there are common adjustments that need to be made to eliminate inter-company income, expenses, profits, dividends etc. Also, retained profits must be split into pre- and post-acquisition, as in prior examples. Consolidated Balance Sheet - P Group Assets Cash Inventory Investments Fixed Assets Goodwill Liabilities 130 Accounts payable 1700 380 Accruals 180 Minority Interest 54 Shareholders’ Funds 2444 1500 300 144 500 2444 Notes: Cash= (300-200)+30=130 Inventory= 1000+700=1700 Investments= 200+180=380 Fixed Assets= 100+80 Goodwill= 38+16=54 200-(60%of 270)=38 Accounts= 800+700=1500 Minority Interest= (40% of 270)+36=144 8. Consolidated Income Statements http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 21 CONSOLIDATION PART 2 Example 8 In the following example, Intra Group transactions need to be eliminated. They are: Sales / Purchases 600 Distribution recharge/distribution cost 220 Finance recharge/finance cost 60 The impact of these adjustments is to reduce sales and cost of sales. Recharges at cost have no overall impact, unless the recharge and the cost appear on different lines in the financial statements. If a subsidiary is sold during the period, the consolidated income statements should only include the subsidiary’s figures up to the date of disposal. Parent Company Income Statement DR Sales CR Subsidiary Income Statement DR 16000 5000 Cost of Sales 7500 2400 Distribution Costs 1800 500 Administrative Expenses 3200 1000 Finance Costs 1100 800 Profit before tax 2400 300 16000 16000 CR 5000 Adjustments DR CR Consolidated Income Statement DR 600 220 CR 20400 600 9300 220 2300 4200 60 60 1900 2700 5000 880 880 20400 20400 . http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 22 CONSOLIDATION PART 2 In the next example, the subsidiary was bought halfway through the accounting period. The subsidiary’s accounts cover the entire period, so the adjustments represent the elimination of pre-acquisition profits. No inter-company sales, nor recharges, were made. Parent Company Income Statement DR Sales CR Subsidiary Income Statement DR 16000 CR 9000 Adjustments Consolidated (PreAcquisition) Income Statement DR CR DR 4740 20260 Cost of Sales 7500 4300 2160 9640 Distribution Costs 1800 800 430 2170 Administrative Expenses 3200 1800 920 4080 Finance Costs 1100 700 375 1425 Profit before tax 2400 1400 855 2945 4740 20260 16000 16000 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 9000 9000 4740 CR 20260 23 CONSOLIDATION PART 2 9. Multiple Choice Questions Choose the correct answer: 1) Not be included. 2) Include the subsidiary’s figures up to the date of disposal. 3) Show pre-disposal and post-disposal results separately. 1. In the consolidated accounts, Profit on Intra Group Asset Sales: 1) Must be capitalised and depreciated over the life of the asset. 2) Must be shown separately. 3) Must be eliminated. 2. If a parent company has only a minority of an undertaking’s shares, but has effective control through a subsidiary, the correct consolidation of the undertaking treatment is: 1) Joint venture. 2) Associate. 3) Subsidiary. 3. The income statement of a 100% owned subsidiary can be added, without adjustment, to the income statement of the parent to give a consolidated result. This is, 1) Generally true. 2) Generally false. 4. Retained profits must be: 1) Analysed by subsidiary. 2) Split into pre- and post-acquisition profits. 5. If a subsidiary is sold during the period, the consolidated income statements should: http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 24 CONSOLIDATION PART 2 The parent buys 100% of the subsidiary. It pays 400 cash. 10. Exercise Questions Instructions: In each of the following examples complete the blank boxes with your own figures. Then, the parent loans 200 to the subsidiary. Parent Balance Sheet (after acquisition & loan transaction) 1. Intra Group Trading Company: Loan from parent Assets Cash Parent Balance Sheet (before acquisition) Assets Cash Accounts receivable Investments Fixed Assets Liabilities 800 Accounts payable 600 Accruals 200 Shareholders’ Funds 100 Profit and loss Account 1700 800 400 500 Accounts receivable Investments Investment in S Loan to subsidiary Fixed Assets Liabilities 200 Accounts payable 600 200 Accruals 400 200 100 Shareholders’ Funds 1700 800 400 500 1700 1700 Subsidiary Balance Sheet (after acquisition & loan transaction) Subsidiary Balance Sheet (before acquisition) Assets Cash Accounts receivable Investments Fixed Assets Liabilities 20 Accounts payable 400 100 50 Shareholders’ Funds 570 Assets Cash 170 Accounts receivable Investments Fixed Assets 400 Liabilities Accounts payable Loan from Parent Shareholders’ Funds 570 Group Balance Sheet Assets http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Liabilities 25 CONSOLIDATION PART 2 Cash Cash Accounts payable Accounts receivable Investments Fixed Assets Accounts receivable Investments Fixed Assets Accruals Shareholders’ Funds 2. Intra Group Trading: Buying an asset (investment) 20 Accounts payable 400 100 50 Shareholders’ Funds 570 70 500 570 In this example, the subsidiary is 100% owned and cost 500 cash. Parent Balance Sheet (before acquisition) Assets Cash Accounts receivable Investments Fixed Assets The parent buys an investment security for 200 from a subsidiary that cost 90. Liabilities 900 Accounts payable 400 200 Accruals 100 Shareholders’ Funds Profit and loss Account 1600 600 So the subsidiary makes a profit of 110 but the group profit is zero as no group profit is made until the sale is made outside the group. 300 700 No money has been transferred between the companies to settle this transaction at the balance sheet date. 1600 Subsidiary Balance Sheet (before acquisition) Assets Liabilities http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 26 CONSOLIDATION PART 2 Parent Balance Sheet (after acquisition and purchase transaction) Assets Cash Accounts receivable Investments Investment in Subsidiary Fixed Assets Liabilities 400 Accounts payable 400 400 Accruals 500 Subsidiary account 100 Shareholders’ Funds 1800 600 Assets Cash Accounts receivable Investments Fixed Assets Liabilities Accounts payable Accruals Shareholders’ Funds 300 200 700 1800 Subsidiary Balance Sheet (after acquisition and purchase) Assets Cash Accounts receivable Investments Parent account Fixed Assets Liabilities Accounts payable Shareholders’ Funds Profit Group Balance Sheet http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 27 CONSOLIDATION PART 2 3. Intra Group Trading: Buying securities more than book value and sold outside the group at a profit. Parent Balance Sheet (after acquisition and purchase) Parent Balance Sheet (before acquisition) Assets Cash Accounts receivable Investments Fixed Assets Liabilities 900 Accounts payable 400 Accruals 200 Shareholders’ Funds 100 Profit and loss Account 1600 600 300 700 Accounts receivable Investments Fixed Assets Liabilities 20 Accounts payable 400 100 50 Shareholders’ Funds 570 Assets Cash Accounts receivable Investments Investment in S Fixed Assets 1600 Subsidiary Balance Sheet (before acquisition) Assets Cash the securities to another company, outside the group, for 300 cash. Liabilities Accounts payable Accruals Subsidiary a/c Shareholders’ Funds Retained Earnings Subsidiary Balance Sheet (after acquisition) 70 500 570 Assets Cash Accounts receivable Investments Fixed Assets Liabilities Accounts payable Shareholders’ Funds The parent buys the subsidiary for 500. The parent buys securities from the subsidiary for 200 that cost 90. No cash is paid by the parent. Next the parent sold on http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Group Balance Sheet 28 CONSOLIDATION PART 2 Assets Cash Accounts receivable Investments Fixed Assets Liabilities Accounts payable Accruals Accounts receivable Investments Fixed Assets Shareholders’ Funds Retained Earnings 400 100 Shareholders’ Funds 50 Retained profit 600 400 100 600 The parent buys 100% of the subsidiary for 500 and S pays a dividend of 40, all out of pre-acquisition profits. Subsidiary Balance Sheet (after dividend payment) 4. Dividends Paid by subsidiary from Pre-Acquisition Profits Parent Balance Sheet (before acquisition) Assets Cash Accounts receivable Investments Fixed Assets Liabilities 600 Accounts payable 800 Accruals 200 Shareholders’ Funds 100 Retained Earnings 1700 800 100 Assets Cash Accounts receivable Investments Fixed Assets Liabilities 10 Accounts payable 400 100 Share Capital 50 Retained Earnings 560 100 400 60 560 300 500 1700 Subsidiary Balance Sheet (before acquisition) Assets Cash Liabilities 50 Accounts payable 100 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 29 CONSOLIDATION PART 2 Assets Cash Parent Balance Sheet (after acquisition) Assets Cash Accounts receivable Investments Investment in S Fixed Assets Liabilities 100 Accounts payable 800 200 Accruals 500 Shareholders’ Funds 100 Retained Earnings 1700 800 100 300 Accounts receivable Investments Investment in S Fixed Assets Fixed Assets Shareholders’ Funds Retained Earnings 500 1700 Parent Balance Sheet (after acquisition and receipt of dividend) Assets Cash Accounts receivable Investments Liabilities Accounts payable Accruals Liabilities Accounts payable Accruals Dividends paid out of pre-acquisition profits are treated as income (eliminated by an impairment charge of the same amount, though they are a return of cash to the parent of part of the price paid and so reduce the cash outflow. Example 5 Dividends Paid by subsidiary from Post-Acquisition Profits The parent had bought 75% of the subsidiary for 700. The net assets of the subsidiary were worth 800 at the date of acquisition. Shareholders’ Funds Retained Earnings Parent Balance Sheet (after acquisition) Consolidated Balance Sheet http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Assets Liabilities 30 CONSOLIDATION PART 2 Cash Inventory Investments S investment Fixed Assets 0 Accounts payable 1000 Accruals 100 700 Share Capital 100 Retained Earnings 1900 800 Cash 300 Inventory Investments Fixed Assets Goodwill 750 50 Accounts payable Accruals Minority Interest Share Capital Retained Earnings 1900 6. Intra-Group Asset Sales Subsidiary Balance Sheet (after acquisition but before dividend) Assets Cash Inventory Investments Fixed Assets Liabilities 320 Accounts payable 400 100 Share Capital 680 Post-Acquisition profits 1500 400 800 300 1500 Parent Balance Sheet (before acquisition) Assets Cash Inventory Investments Fixed Assets Liabilities 300 Accounts payable 1000 200 Accruals 100 Shareholders’ Funds 1600 800 300 500 1600 A dividend of 200 is paid entirely out of post acquisition profits. The dividend is paid in cash and spilt between the parent (75%) and minority interests (25%). Post acquisition profits of 100 remain in the subsidiary, 75 attributable to the parent and 25% attributable to minority interests. Consolidated Balance Sheet Assets Liabilities http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Subsidiary Balance Sheet (before acquisition) Assets Cash Liabilities 80 Accounts payable 320 31 CONSOLIDATION PART 2 Inventory Investments Fixed Assets 340 100 50 Shareholders’ Funds 570 Fixed Assets 250 570 The parent then sells a fixed asset to S for cash. The asset cost the parent 30 and the Net Book Value at date of sale is10. The asset is sold for 25 giving a profit of 15 to P. Inventory Investments S Investment Fixed Assets Liabilities Accounts payable Accruals Inventory Investments Fixed Assets Inventory Investments Liabilities 130 Accounts payable 1340 Accruals 300 Shareholders’ Liabilities Accounts payable Accruals Shareholders’ Funds Profit 7. Vertical Integration and Minority Interest Consolidated Balance Sheet Assets Cash Consolidated Balance Sheet Assets Cash Shareholders’ Funds Profit from sale Liabilities Accounts payable Inventory Investments Fixed Assets Parent Balance Sheet (after sale of asset and S purchase) Assets Cash 1920 Subsidiary Balance Sheet(after purchase of asset) Assets Cash The Parent buys 100% of S for 250 Cash. Funds 150 Profit 1920 Parent Balance Sheet 1120 300 500 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Assets Cash Inventory Liabilities 1000 Accounts payable 300 500 32 CONSOLIDATION PART 2 Investments Fixed Assets 200 Accruals 100 Shareholders’ Funds 1600 300 800 Subsidiary 1 buys 80% of Subsidiary 2 for 190, and pays cash. Subsidiary 2 Balance Sheet 1600 Assets Cash Parent buys 75% of Subsidiary1 for 350 cash. Inventory Investments Fixed Assets Subsidiary 1 Balance Sheet Assets Cash Inventory Investments Fixed Assets Liabilities 400 Accounts payable 120 100 50 Shareholders’ Funds 670 Liabilities 10 Accounts payable 300 80 30 Shareholders’ Funds 420 220 200 420 270 Consolidated Balance Sheet - S1 Group 400 670 Assets Cash Liabilities Accounts payable Inventory Investments Fixed Assets Goodwill Minority Interest Shareholders’ Funds Consolidated Balance Sheet - P Group http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 33 CONSOLIDATION PART 2 Assets Cash Inventory Investments Fixed Assets Goodwill Liabilities Accounts payable Accruals Minority Interest Shareholders’ Funds http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 34 CONSOLIDATION PART 2 8.Adjustments to the Income Statement Intra Group transactions need to be eliminated. Only transactions outside the group should be reflected in the consolidated statement. Group transactions are: 1. Sales by Parent to Subsidiary - 2000 on which the Parent made a profit of 500. The cost of sales was 1300 and distribution was 200. 2. Finance charges were incurred by the Parent on behalf of the Subsidiary of 200 Parent Company Subsidiary Income Statement DR CR Income Statement DR CR Sales 16000 7500 1800 3200 1100 2400 500 1000 800 Profit before tax 2400 300 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng DR CR Income Statement DR CR 5000 Cost of Sales Distribution Costs Administrative Expenses Finance Costs 16000 16000 Adjustments Consolidated 5000 5000 35 CONSOLIDATION PART 2 9. Acquisition part way through the accounting period The parent acquired the subsidiary halfway through the accounting period. The subsidiary’s financial statements cover the entire period, so the adjustments represent the elimination of pre-acquisition profits. Assume that exactly half of the subsidiary’s results occurred before the acquisition. No inter-company sales, nor recharges, were made. Parent Company Subsidiary Adjustments Consolidated Income Statement DR CR Sales Income Statement DR CR 16000 (PreAcquisition) DR CR Income Statement DR CR 9000 Cost of Sales Distribution Costs Administrative Expenses Finance Costs 7500 1800 3200 1100 4300 800 1800 700 Profit before tax 2400 1400 16000 16000 9000 9000 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 36 CONSOLIDATION PART 2 11. Solutions Assets Cash Answers to Multiple Choice Questions: Accounts receivable Investments Fixed Assets 1. 3) 2. 3) 3. 2) 4. 2) Liabilities 20 Accounts payable 400 170 100 50 Shareholders’ Funds 570 400 570 5. 2) 1. Intra Group Trading Company: Loan from parent Parent Balance Sheet (before acquisition) Assets Cash Accounts receivable Investments Fixed Assets Parent Balance Sheet (after acquisition & loan transaction) Liabilities 800 Accounts payable 600 Accruals 200 Shareholders’ Funds 100 Profit and loss Account 1700 The parent buys 100% of the subsidiary. It pays 400 cash. Then, the parent loans 200 to the subsidiary. 800 400 Assets Cash 500 Accounts receivable Investments Investment in S Loan to subsidiary Fixed Assets 1700 Subsidiary Balance Sheet (before acquisition) http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Liabilities 200 Accounts payable 600 200 Accruals 400 200 100 Shareholders’ Funds 1700 800 400 500 1700 Subsidiary Balance Sheet (after acquisition & loan transaction) 37 CONSOLIDATION PART 2 Assets Cash Liabilities 220 Accounts payable 400 Loan from Parent 100 50 Shareholders’ Funds 770 Accounts receivable Investments Fixed Assets 170 200 Fixed Assets Liabilities 420 Accounts payable 1000 300 Accruals 150 Shareholders’ Funds 1870 Cash (P200+S220)=420 770 970 1870 700 0 1600 Liabilities 20 Accounts payable 400 100 50 Shareholders’ Funds 570 70 500 570 In this example, the subsidiary is 100% owned and cost 500 cash. The parent buys an investment security for 200 from a subsidiary that cost 90. So the subsidiary makes a profit of 110 but the group profit is zero as no group profit is made until the sale is made outside the group. A/R (P600+S400)=1000 A/P (P800+S170)=970 Liabilities 900 Accounts payable Accounts receivable Investments Fixed Assets 400 500 2. Intra Group Trading: Buying an asset (investment) Parent Balance Sheet (before acquisition) Assets Cash 200 Shareholders’ Funds 100 Profit and loss 1600 300 Subsidiary Balance Sheet (before acquisition) Assets Cash Investments (P200+S100)=300 FA (P100+S50)=150 400 Accruals 400 Group Balance Sheet Assets Cash Accounts receivable Investments Fixed Assets Accounts receivable Investments No money has been transferred between the companies to settle this transaction at the balance sheet date. Parent Balance Sheet (after acquisition and purchase transaction) 600 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Assets Liabilities 38 CONSOLIDATION PART 2 Cash Accounts receivable Investments Investment in S Fixed Assets 400 Accounts payable 400 400 Accruals 500 Subsidiary account 100 Shareholders’ Funds 1800 600 300 200 700 1800 Fixed Assets Cash (P400+S20)=420 150 Shareholders’ Funds 1670 700 1670 A/R (P400+S400)=800 Investments (P400+S10-110)=300 FA (P100+S50)=150 A/P (P600+S70)=670 Subsidiary Balance Sheet (after acquisition and purchase transaction) Assets Cash Accounts receivable Investments Parent account Fixed Assets Liabilities 20 Accounts payable 400 10 200 Shareholders’ Funds 50 Profit 680 70 500 110 680 Group Balance Sheet Assets Cash Accounts receivable Investments Liabilities 420 Accounts payable 800 300 Accruals 670 300 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 39 CONSOLIDATION PART 2 3. Intra Group Trading: Buying an asset (securities) It is bought for more than book value and sold outside the group at a profit. Parent Balance Sheet (before acquisition) Assets Cash Accounts receivable Investments Fixed Assets Liabilities 900 Accounts payable 400 Accruals 200 Shareholders’ Funds 100 Retained Earnings 1600 600 300 Accounts receivable Investments Fixed Assets Liabilities 20 Accounts payable 400 100 50 Shareholders’ Funds 570 Assets Cash Accounts receivable Investments Investment in S 700 Fixed Assets 1600 Liabilities 400 Accounts payable 400 Accruals 400 Subsidiary a/c 500 Shareholders’ Funds 100 Retained Earnings 1800 600 0 200 300 700 1800 Cash (900-500)= 400 Investments (200+200)= 400 Investments in S (0+500)= 500 Subsidiary Balance Sheet (before acquisition) Assets Cash Next the parent sold on the investments to another client, outside the group, for 300 cash. The net profit to the group is 210 (300-90). For consolidation all inter company transactions must be eliminated. No profit is made until a sale is made outside the group. Parent Balance Sheet (after acquisition and purchase) 70 500 570 The Parent buys 100% of the Subsidiary for cash of 500. The parent buys from a subsidiary, a security for 200 that cost 90. No settlement takes place. http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Subsidiary Balance Sheet (after acquisition and sale) 40 CONSOLIDATION PART 2 Assets Cash Liabilities 20 Accounts payable 400 Accounts receivable Parent a/c Investments 200 10 Shareholders’ Funds 50 Retained Earnings 680 Fixed Assets Retained earnings (P700+(P300-P200)+(S200-S90))=910 70 Example 4 Dividends Paid by subsidiary from Pre-Acquisition Profits Parent Balance Sheet (before acquisition) 500 110 680 Investments = 100-90 = 10 Retained earnings = 0+(200-90) = 110 Assets Cash Accounts receivable Investments Fixed Assets Group Balance Sheet Assets Cash Accounts receivable Investments Fixed Assets Liabilities 720 Accounts payable 800 Accruals 210 Shareholders’ Funds 150 Retained Earnings 1880 200 Shareholders’ Funds 100 Retained Earnings 1700 800 100 300 500 1700 670 Subsidiary Balance Sheet (before acquisition) 0 300 910 Assets Cash Accounts receivable Investments 1880 Fixed Assets Cash (P400+S20+P300)=720 Liabilities 600 Accounts payable 800 Accruals A/R (P400+S400)=800 Investments (P400-P200+S10)=210 FA (P100+S50)=150 Liabilities 50 Accounts payable 400 100 Shareholders’ Funds 50 Retained profit 600 100 400 100 600 The parent buys 100% of the subsidiary for 500 and S pays a cash dividend of 40, all out of pre-acquisition profits. A/P (P600+S70)=670 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 41 CONSOLIDATION PART 2 Dividends paid out of pre-acquisition profits are treated as income though they are matched by an impairment charge. They reduce the cash cost of the investment in the Subsidiary. Parent Balance Sheet (after acquisition and receipt of dividend) Cash Assets Cash Fixed Assets Accounts receivable Investments Investment in S Fixed Assets Liabilities 140 Accounts payable 800 200 Accruals 460 Shareholders’ Funds 100 Retained Earnings 1700 Accounts receivable Investments 800 100 300 Cash (P140+S10)=150 150 Accounts payable 1200 Accruals 900 300 Shareholders’ Funds 150 Retained Earnings 1800 300 100 500 1800 A/R (P800+S400)=1200 Investments (P200+S100)=300 FA (P100+S50)=150 500 A/P (P800+S100)=900 SF 500. 1700 Subsidiary Balance Sheet (after dividend payment) Assets Cash Accounts receivable Investments Fixed Assets Liabilities 10 Accounts payable 400 100 Share Capital 50 Retained Earnings 560 100 400 60 560 Consolidated Balance Sheet Assets Liabilities http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 42 CONSOLIDATION PART 2 Example 5 Dividends Paid by subsidiary from Post-Acquisition Profits The parent has bought 75% of the subsidiary for 700. The net assets of the subsidiary were worth 800 at the date of acquisition. Parent Balance Sheet (after acquisition but before dividend) Assets Cash Inventory Investments S investment Fixed Assets Liabilities 0 Accounts payable 1000 Accruals 100 700 Share Capital 100 Retained Earnings 1900 800 300 750 50 Liabilities 320 Accounts payable 400 100 Share Capital 680 Post-Acquisition profits 1500 Parent Balance Sheet (after acquisition, after dividend) Assets Cash Inventory Investments S investment Fixed Assets 1900 Subsidiary Balance Sheet (after acquisition but before dividend) Assets Cash Inventory Investments Fixed Assets Post acquisition profits of 100 remain in the subsidiary, 75% attributable to the parent and 25% attributable to minority interests. 400 800 300 Liabilities 150 Accounts payable 1000 Accruals 100 700 Share Capital 100 Retained Earnings 2050 800 300 750 200 2050 Subsidiary Balance Sheet (after acquisition, after dividend) Assets Cash Inventory Investments Fixed Assets 1500 Liabilities 120 Accounts payable 400 100 Share Capital 680 Post-Acquisition profits 1300 400 800 100 1300 A dividend of 200 is paid entirely out of post acquisition profits. Consolidated Balance Sheet The dividend is paid in cash and spilt between the parent (75%) and minority interests (25%). http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Assets Liabilities 43 CONSOLIDATION PART 2 Cash Inventory Investments Fixed Assets Goodwill 270 Accounts payable 1400 Accruals 200 Minority Interest 780 Share Capital 100 Retained Earnings 2750 1200 300 225 750 275 Cash Inventory Investments Fixed Assets 300 Accounts payable 1000 200 Accruals 100 Shareholders’ Funds 1600 800 300 500 1600 2750 Cash (P0+150)+S320-200)=270 – The 200 is the dividend paid by S and 150 is received by P. Goodwill (75%x800)-700=100 – Calculated from Cost 700 less 75% of the net assets of S. Minority Interest 25%(800+100)=225 – Minority interest is 25%(Share capital + Retained Earnings- in this case, post acquisition profits ). Subsidiary Balance Sheet (before acquisition) Assets Cash Inventory Investments Fixed Assets Retained Earnings (P50+150)+(S75%x100)=275 Liabilities 80 Accounts payable 340 100 50 Shareholders’ Funds 570 320 250 570 – Retained earning of P + only 75% of post acquisition profits of S. The parent buys 100% of S for 250 Cash. The parent then sells a fixed asset to S for cash. 6. Asset Sales within the Group Parent Balance Sheet (before acquisition) Assets Liabilities http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng The asset cost the parent 30 and the Net Book Value at date of sale is10. The asset is sold for 25 giving a profit of 15 to P. Parent Balance Sheet (after sale of asset and S purchase) Assets Liabilities 44 CONSOLIDATION PART 2 Cash Inventory Investments S Investment Fixed Assets 75 Accounts payable 1000 Accruals 250 200 Shareholders’ Funds 90 Profit from sale 1615 800 Inventory Investments 1340 Accruals 300 Shareholders’ Funds 150 Profit 1920 300 Fixed Assets 500 15 1615 Subsidiary Balance Sheet(after purchase of asset) 300 500 0 1920 Cash P75+S55=130 Fixed Assets P(100-10)+ S(75-15)=150 – Inter company profit of 15 must be eliminated Profit – There is no profit as far as the group is concerned. Assets Cash Inventory Investments Fixed Assets Liabilities 55 Accounts payable 340 100 75 Shareholders’ Funds 570 320 7. Vertical Integration and Minority Interest Subsidiary 1 Balance Sheet 250 570 Assets Cash Inventory Investments Fixed Assets Cash (80-25) Fixed Assets (50+25)=75 Liabilities 400 Accounts payable 120 100 50 Shareholders’ Funds 670 270 400 670 Subsidiary 1 buys 80% of Subsidiary 2 for 190, and pays cash. Subsidiary 2 Balance Sheet Consolidated Balance Sheet Assets Cash Liabilities 130 Accounts payable Assets Cash 1120 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng Inventory Liabilities 10 Accounts payable 300 220 45 CONSOLIDATION PART 2 Investments Fixed Assets 80 30 Shareholders’ Funds 420 200 420 Inventory Investments Fixed Assets Goodwill Consolidated Balance Sheet - S1/S2 Group Assets Cash Inventory Investments Fixed Assets Goodwill Liabilities 220 Accounts payable 420 180 80 Minority Interest 10 Shareholders’ Funds 910 Assets Cash 490 20 400 910 Liabilities 870 Accounts payable 720 380 Accruals 180 Minority Interest 60 Shareholders’ Funds 2210 990 300 120 800 2210 Cash P(1000-350)+S1/S2(220)=870 Goodwill P(350-300)+ S1/S2(10)=60 Minority Interest P(25% of 400)+S1/S2(20)=120 Parent Balance Sheet Assets Cash Inventory Investments Fixed Assets Liabilities 1000 Accounts payable 300 200 Accruals 100 Shareholders’ Funds 1600 500 300 800 1600 Parent buys 75% of Subsidiary 1 for 350 cash. The P group balance sheet is constructed by combining the P balance sheet with that of the S1/S2 group Consolidated Balance Sheet - P Group http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 46 CONSOLIDATION PART 2 8.Adjustments to the Income Statement Intra Group transactions need to be eliminated. Only transactions outside the group should be reflected in the consolidated statement. In this example the Parent owns 100% of Subsidiary Group transactions are: 3. 1. Sales by Parent to Subsidiary - 2000 on which the Parent made a profit of 500. The cost of sales was 1300 and distribution was 200. The goods are unsold by the subsidiary at the reporting date. 2. Finance charges were incurred by the Parent on behalf of the Subsidiary of 200. As there is no net effect to the group, no entry is made for these finance charges. In addition to the adjustments to the income statement, In the group balance sheet would require that the inventory value is reduced by 500 for unrealised profit. Required: Complete the Adjustment and Consolidated columns Parent Company Subsidiary Income Statement DR CR Income Statement DR CR Sales I 16000 5000 Adjustments Consolidated DR CR Income Statement DR CR 2000 19000 Cost of Sales Distribution Costs Administrative Expenses Finance Costs 7500 1800 3200 1100 2400 500 1000 800 1300 200 8600 2100 4200 1900 Profit before tax 2400 300 500 2200 2000 2000 19000 16000 16000 5000 5000 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 19000 CONSOLIDATION PART 2 9. Acquisition part way through the accounting period Note: Material from the following PricewaterhouseCoopers publications has been used in this workbook: The parent acquired the subsidiary halfway through the accounting period. The subsidiary’s financial statements cover the entire period, so the adjustments represent the elimination of pre-acquisition profits. -Applying IFRS -IFRS News -Accounting Solutions No inter-company sales, nor recharges, were made. Required: Complete the Adjustment and Consolidated columns Parent Company Subsidiary Adjustments Consolidated Income Statement DR CR Sales Income Statement DR CR 16000 9000 (PreAcquisition) DR CR Income Statement DR CR 4500 20500 Cost of Sales Distribution Costs Administrative Expenses Finance Costs 7500 1800 3200 1100 4300 800 1800 700 2150 400 900 350 9650 2200 4100 1450 Profit before tax 2400 1400 700 3100 16000 16000 9000 9000 http://bankir.ru/technology/vestnik/uchebnye-posobiya-po-msfoeng 4500 4500 20500 20500 48