Group Flashcards

1
Q

what are the objectives of financial reporting

A

To provide financial info to the users of fin statements to enable them make decisions regarding providing resources to the entity

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2
Q

what are the fundamental characteristics of useful F.S info

A

Relevant and faithful representation

relevant -relevant to decision of user and must be predictive or confirmatory

Faithful representation - complete, neutral and free from error

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3
Q

what is goodwill

A

Goodwill is premium on acquisition consideration, because the value of the business exceeds the F.V of the identifiable net assets acquired.

Goodwill can never be revalued
It needs to be checked annually for impairment
Any impairment loss can never be recovered

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4
Q

Elements of goodwill - Parent

A

Parents investment

PI - Always recorded at the fair value on the date of acquisition
- cash
- deferred consideration - discounted P.V of the future cashflows
- shares issued - M.V on date of acquisition
- contingent consideration - Reliable estimate

Transaction, legal and advisory costs are expensed

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5
Q

Elements of goodwill - NCI

A

NCI can be valued at F.V or as a proportion of net assets

F.V
Full goodwill method
goodwill is split between parent and NCI
Impairment loss is also split between Parent and NCI
NCI%Sub sharessub share price
full goodwill results in larger larger capital employed so ROCE will be lower and Impairment losses taken on fully by the parent will mean lower profits.

Proportion of Net assets
- Goodwill belongs to parent fully
- impairment loss only belongs to parent
- NCI% * F.V. of net assets

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6
Q

Elements of goodwill - F.V of Net Assets

A

Measured at F.V
1.This means increase in assets from B.V to F.V
2.If PPE has limited life this means extra depreciation
3.Increase in F.V does not increase tax base so creates a taxable
temporary difference.
4.Provisions relating to the conditions of the asset can be revised within 12 months, this may also affect depreciation.
5. Additional assets can also be recognised on acquisition
6. Additional liabilities are also recognised

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7
Q

what is a Bargain purchase

A

This is an acquisition at a discount not a premium, triple check all numbers.
Gain is to recognised in the P&L

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8
Q

IFRS 13 F.V measurement - definition, guidance, levels

A

Used for guidance on how to measure F.V
Does not cover, IFRS 2, IFRS 16 Leases, 1AS 36 Impairment, I AS 2 Inventories.

Fair value is 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 date. basically an exit price

The Fair value of a non-financial asset is based on highest and best use that is physically possible and legally permissible

Measurement should reflect the characteristics of the asset e.g. location, conditions and any restriction on use.

Transaction costs are not a feature on the asset

observe the asset in the market it is normally sold (principal market)
and in absence Asset should be sold in most advantageous market, first determine most advantageous market (Selling price less all costs incl. transaction costs) then determine market price

Levels of F.V Hierarchy
Level 1 - inputs are Quoted prices in active markets for identical assets that entity can assess at measurement date.
This provides most reliable evidence of F.V and should be used without adjustment.

Level 2 - Level 2 inputs are observable prices for similar assets but need to be adjusted as there are not exact but not too dissimilar e.g. real estate, property

Level 3 - inputs are unobservable inputs as no markets exists. An entity uses the best information available to reliably estimate in this circumstance. e.g. P.V of future cashflows

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9
Q

what is impairment under IAS 36
what is impairment
recoverable amount
value in use
cashflow projections
discount factor

A

An asset is impaired when its carrying value exceeds the recoverable amount.
The recoverable amount is the higher of the assets fair value less costs to sell and its value in use.

Value in use is the present value of future cash flows that is expected to derived from the asset.

cashflow projections should be based on reasonable and supportable assumptions, budgets should not go over 5 years and cashflow projections should relate to asset in its current condition.

The discount rate should be the pre tax rate that reflects the current market assessment of time value of money and links risk specific to asset.

what is impairment
recoverable amount
value in use
cashflow projections
discount factor

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10
Q

How to account for impairment losses

A

if carrying amount of asset is higher the recoverable amount, write down asset to the recoverable amount.

  1. charge loss to p&L unless

2.If asset has been revalued, then charge to equity(oci/oce) and report in OCI until reserve is exhausted.

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11
Q

How to account for reversal of impairment loss

A

A reversal of impairment loss can occur if conditions that caused original impairment have improved.

The increased carrying amount of asset can not be more than the depreciated historical cost of asset without impairment.

Reversal of impairment loss on goodwill is prohibited.

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12
Q

what assets can be impaired

A

This standard applies to
1.PPE
2.Intangible assets including goodwill
3.investment in subsidiaries, associates and Joint venture caried at cost

It doesn’t apply to

  1. Financial assets
  2. Deferred Tax assets
  3. Pension fund surplus
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13
Q

what are the indicators of impairment

A

while there is an annual impairment review required on goodwill, it requires an indicator of impairment to trigger an impairment review

External indicators
1. Market Value of the asset declines
2.negative changes in technology, markets and economy or law
3.increase in market interest rate
4.sharp decline of share price
5.Net assets of the company is more than market capitalisation

Internal indicators
1.obsolescence of physical damage
2.asset is idle or held for disposal
3.worse economic performance than expected
4. If carrying value of investment is higher than investee’s assets or dividend exceeds total comprehensive of the investee
5.

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14
Q

when should you carry out annual impairment review

A

Annual impairment review should be carried out on

  1. goodwill acquired in a business combination
  2. an intangible asset with an indefinite useful life.
  3. intangible asset not yet available for use.
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15
Q

how to account for impairment when NCI is measured as a proportion of net assets

A

Goodwill and impairment of goodwill is only charged to parent not NCI

Goodwill will need to be grossed up (60% parent = goodwill *100/60 for impairment

calculate original goodwill percentage*goodwill to get actual goodwill.

Dr RE, CR goodwill

further impairment deducted from other assets affects the NCI

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16
Q

what is a cash generating unit and how is impairment treated

A

Goodwill cannot be sold on its own as it does not generate any cash

Goodwill therefore has to be tested for impairment as part of a group of assets (CGU)

CGU’s are segments of the business whose income stream is largely independent of each other .e.g. subsidiary or associate

If there is impairment on CGU, that is first allocated to goodwill
the balance is the reduced on other assets in the CGU pro rata unless there is an asset that is specifically impaired

17
Q

what is a business combination - Control

A

This is a transaction or event where the acquirer takes control of one or more businesses

Control is PEA

1.Power over investee - This gives investee ability to direct financial and operating policies

Control is evidenced by holding majority of shares but also consider all relevant facts and circumstances to asses whether it controls investee e.g. options, convertible loan stock if it is substantive and in the money not protective. shareholder agreement, size and dispersal of other shares.

  1. Exposure to variable returns
    This is met by owning shares, an investor must be exposed to variability of returns from its involvement with an investee
  2. Ability to use that power
    Parent must have ability to use the power over investee

A creative accountant can manipulate group accounts by excluding highly geared sub from books by leaving sub as associate.

18
Q

what is a business combination - business, elements, test

A

A business is an integrated set of activities and assets that is capable of being managed and conducted for the purpose of generating returns for shareholders.

A business has three elements
1. inputs
2. processes
3. outputs

Concentration test - if substantially all the F.V of gross assets in a business are in a single identifiable asset or group of assets then it is not a business

19
Q

what is a business combination - Identify the acquirer

A

This is normally the parent

The party issuing money or shares

20
Q

what is reverse charge acquisition

A

This is a situation of substance over form

This is where subsidiary has a far larger market capitalisation, assets and have control of the group after consolidation. it is an exception to the rules of acquisition accounting. it is a way for a large company to get a public listing

21
Q

how is the date of acquisition chosen?

A

date control is achieved
date new directors get appointed
day unconditional offer is accepted
day authorities provide regulatory approval

22
Q

who is an associate, how is it accounted for and proforma(B/S,P&L, OCI?

A

An associate is a entity which an investor has significant influence. This is the power to participate in financial and operating policy decision and not control.
E.g. board representation - 1/3,2/5, material transactions between investee and investor.
holding above 20% is presumed to have significant influence and vice versa.

Associate is accounted for under Equity accounting
single line approach - one line shown in P&L before PBT (income from associate).
Shown as one line Non current asset as Investment in associate (balance sheet)

Balance sheet
Initial investment is recognised at cost and increased/decreased by % of post acquisition profit.
Any increase in associate will represent increase in Group retained earnings (other side)

Any debtor/ creditor balances are left and not eliminated

Proforma
Non current asset - B/S
Investment in associate X
% of post acquisition profit X
% of Post acquisition OCE X
less impairment loss (X)

Income from associate - P&L
% of associate’s PAT X
less impairment losses (X)

Associate gains/losses - OCI
% of associates gain X

23
Q

Equity accounting - losses in excess of investment

A

Investment can be written down to nil, once associate is nil no further action is required as investor does not have an obligation to honour the debts of the associate so it is not a liability and we cannot have a negative asset.

If associate begins to make profit again and there are residual losses not yet recognised.
recognition of profit can only begin after profit equals share of losses are recognised.

24
Q

Disposal of an associate -

A

Equity accounting stops when significant influence stops

  1. Control is achieved - now a subsidiary - step acquisition
  2. sold shares - derecognise all , any residual holding at F.V - equity investment under IFRS 9, difference is group profit.

Proforma
Proceeds X
Less all carrying value X
Plus the fair value of residual X
Group Profit X

25
What is a joint arrangement & joint operation
J.A is when This is when two or more people have joint control, a contractual agreement where decisions about relevant activities require unanimous consent. J.O is where both parties have direct access to the asset and direct obligations of the liability. - Unincorporated business. Each joint operator will recognise 50% of the assets, liability, revenue and expenses of the joint operation. - Right to net assets and obligation J.V is when a business is incorporated and investors have shares in the company and this is accounted for using equity accounting. - Right to net assets
26
Parent financial statement - IAS 27
The parent company has a choice on how to record the investments in subs, associates and J.V's 1. At cost 2. Equity accounting 3. as a financial asset (F.V under IFRS9) Dividend from associate is also recognised as income in the P&L
27
When an asset is used as investment in new J.V
From the Joint venturer perspective, this is a disposal at F.V which is transferred to the J.V at F.V. Profit or loss could arise on transfer
28
Step acquisition - fin asset/ associate to subsidiary
This could be from financial asset or associate to subsidiary Process - 2 investments 1. Both transactions must be at fair value 2. Revalue initial investment in sub to F.V 3. Revalued initial investment is added to calculation of goodwill 4. Gain is recognised in P&L
29
Disposal of a subsidiary - profit, pro forma. Parents F.S
This is when the parent loses control (PEA) acquisition accounting must stop (goodwill, NCI Net assets), this could be in a few way 1. Total shareholding is sold 2. Control is lost but significant influence remains 3. Control is lost but financial asset remains Profit on disposal must be calculated Derecognise goodwill and NCI and Net assets deduct any impairment on goodwill work through NCI from opening balance to closing balance % of 3 positive numbers will always add up to a 100% ( Proceeds, NCI, Residual holding) Disposal Proceeds X Less: goodwill X less: F.V of net assets X add: NCI X add residual holdings X Profit on disposal X *add profit going to comprehensive income Parent F.S Proceeds X Less: cost of investment (X) Profits X Parent is just derecognising an investment
30
Control to control Transactions - Impact, pro-forma
Subsidiary to Subsidiary (up or down) Impact 1. No change to goodwill as goodwill is recognised and derecognised on control 2. No profit or loss will arise in group accounts as it is a transaction between the owners of equity. It will only give rise to positive and negative difference 3. Difference in money coming in and out and derecognition of NCI is taken to equity. Proforma - when selling shares to NCI Proceeds X Increase in NCI balance (NCI%* Full goodwill + net Assets X difference going directly to Equity X * If NCI is measured at proportion of Net assets, goodwill is not included in calculation. When buying more shares from NCI Cash Out X Reduction in NCI balance (proportion) X Difference going to Equity X
31
IAS 21 - individual company stage - Functional currency, primary and secondary implications
Transactions in a foreign currency Functional currency, rules to apply Functional currency is the currency of the primary economic environment where the entity operates, all other currencies are foreign. There are three primary indicators of the functional currency 1.Currency revenue is invoiced 2. Currency of the country that regulates entity 3. Currency costs are incurred in including labour. If it is an overseas operation and primary indicators do not provide clear result, consider secondary factors - check if autonomous or direct extension Secondary factors 1. The level of transactions between the two (if lots this suggests direct extension) 2.whether foreign operation generates enough cashflow to meet its cash needs (if it does this suggests autonomy) 3.wheher the cashflows directly affect those of reporting entity - if it does it suggest direct extension If overseas operation is an autonomous operation functional currency will be local currency .If the overseas operation is a direct extension of the parents' activities. Functional currency will be the same as parents Exam advice Define functional currency Apply primary indicators consider the facts - check if autonomous or direct extension
32
IAS 21 - individual company stage - Individual company 4 rules
Rule 1 - If transaction is carried out in a foreign currency, then this must be translated to the functional currency using the rate of exchange on the day of the transaction i.e. spot rate. If transactions happen over a period of time( week or month, the average rate is permitted. Rule number 2 - Foreign currency monetary balances e.g. loans, cash, receivables, payables. SOFP should be up to date. Transactions should be retranslated at the closing rate. This gives rise to an exchange difference. Rule number 3 - Foreign currency exchange differences. These are recognised in P&L, If they arise on retranslation of loans, this is added to finance costs. Rule number 4 - Foreign currency non monetary balances e.g. PPE and inventory. These remain at the historical rate and are not translated 1. Transactions at spot rate 2. monetary balances at closing rate 3. FX differences to P&L 4. Non monetary balances remain at historical rate
33
IAS 21 - Group accounts stage - Presentation currency, Rules to apply
Presentational currency is the currency the entity chooses to present its group financial statements. Results and Overseas sub may require translation into presentational currency of the group. Group Stage rules Rule 1 - Assets and Liabilities Assets and liabilities are translated at the closing date. Rule 2 - Income and expenses throughout the year at average rate The income and expenses of the overseas entity are translated at the exchange rates at the dates of the transactions or average rate. Rule 3 - Goodwill Goodwill is regarded as an overseas asset, this is translated at the closing rate. Rule 4 - Exchange differences. This arises on the retranslation of assets at closing rate. This goes to equity NOT P&L as in individual companies. If goodwill is measured at proportion of net assets, this exchange rate differences are are only attributable to parent in equity where NCI is measured at fair value, the exchange rate differences are split with NCI. Group exchange differences are recycled to the P&L on disposal 1. Assets and liabilities at closing rate 2. Income and expenses at average rate 3. Goodwill at closing rate 4. group FX differences goes to equity and recycled on disposal.