Conso Sofp - Chapter 10
Conso Sofp - Chapter 10
Conso Sofp - Chapter 10
2. Calculating goodwill
Full illustration
1
Parent (P)
RM000
1,000
600
300
100
2,000
Subsidiary(S)
RM000
400
200
200
100
900
1,000
300
700
2,000
400
200
300
900
Properties
Plant & machinery
Current assets
TOTAL
500,000
200,000
300,000
1,200
300
600
300
100
2,500
Subsidiary(S)
RM000
400
nil
200
200
100
900
Investment in S
Property
Plant and equipment
Current assets (-500)
TOTAL
1,000
1,000
300
200
2,500
400
200
300
900
RM000
1,000
400
200
100
200
(900)
100
OR
RM000
Consideration transferred (500+200+300)
Less) Fair value of net assets:
Properties (400+100)
Plant & machinery
Current Assets
Patents & licenses
Long term liabilities
Current liabilities
Goodwill
1,000
500
200
300
200
(200)
(100)
(900)
100
JOURNAL 2
Journal entries to effect consolidation adjustments:
DR properties
100
200
CR Revaluation reserves
300
400
DR Revaluation reserves of S
300
DR Retained profits of S
200
DR Goodwill on combination
100
CR Investment in S
1,000
(to eliminate cost of investment against share capital and pre-acquisition reserves)
S RM000
Workings
Conso
3
1,200
300
600
300
100
2,500
Investment in S
Goodwill
Patents & licenses
Property
Plant and equipment
Current assets
TOTAL
Items in red has been used in
consolidation.
1,000
400
nil
200
200
100
900
1200+400-400
300
600+200-200
300+200
100+100
1200
300
600
500
200
2800
1000-1000
100
200
1000+400+100
300+200
200+300
0
100
200
1,000
400
1500
300
200
500
200
300
500
2,500
900
2800
calculating goodwill and therefore eliminated in
Note:
There are cases where the fair value of net assets @ acquisition date >
consideration transferred and non-controlling interest. This will result in bargain
purchase or sometimes known as negative goodwill. For presentation purposes,
bargain purchase is accounted for in retained earnings of parent company. This will
zerorise the bargain purchase account and will not be presented in Conso SOFP
as a separate line item.
Attempt calculate the goodwill balances from the questions in Chapter 10.
Full Illustration
The SOFP of P and S as at 31.12.20X1 are as follows:
Parent (P)
RM000
1,300
nil
100
700
300
200
2,600
Subsidiary(S) RM000
1,200
280
1,120
2,600
380
320
320
1,020
Property
Plant and equipment
Current assets
TOTAL
200
150
50
300
200
120
1,020
SOLUTION
The journal entries for the above changes are as follows:
JOURNAL 4
In Ps books @ acquisition date
DR Investment
1,000,000
CR Cash
500,000
200,000
300,000
1,000,000
60,000
200,000
-) Share premium
150,000
-) Revaluation reserve
-) Retained earnings
50,000
200,000
(600,000)
GOODWILL
460,000
RM000
NCI @ acquisition
Subsidiary:
RE @ conso
Less)RE @ acquisition
Post-acquisition RE
RR @ conso
Less) RR @ acquisition
Post-acquisition RR
Parent (@ conso
Retained earnings
Revaluation reserve
Total
300
(200)
100
NCI (10%)
(RM000)
60
CONSO RE
(RM000)
10
90
CONSO RR
(RM000)
50
(50)
nil
700
70
790
100
100
Assets
Goodwill
Property
Plant and equipment
Current assets
Total Assets
Equities & liabilities
Ordinary share capital
Share Premium
Retained earnings
Revaluation reserve
NCI
Long term liabilities
Current liabilities
Total Equities & Liabilities
(RM000)
460
Parents (1,200)
Subsidiary (380)
Parents (280)
Subsidiary (320)
Parents (1120-500)
320
1,580
600
940
3,580
1,500
300
790
100
70
Parent (300)
Subsidiary (200)
Parent (200)
Subsidiary (120)
500
320
3,580
NON-CONTROLLING INTEREST
7
In many cases, subsidiary is not held wholly by the parent company. For instance subsidiary
S consists of 80% shareholding by parent and the remaining 20% is owned by other
party/parties. The other party is known as non-controlling interest (NCI) or sometimes
known as minority interest. One of the method used to determine NCI is, NCI is
proportionate to the fair value of net assets belonging to the subsidiary. Using this method
will result in partial goodwill; goodwill is only calculated for the parent.
Another method used is NCI is based on fair value of shares held whereby goodwill
calculated using this method is full goodwill. Under this method, goodwill is calculated for
both parent and NCI.
In preparing consolidated SOFP, NCI must be shown as a separate line item. The calculation
of NCI includes NCI balance @ acquisition date, its share of post-acquisition reserves and
preference shares belonging to the subsidiary not owned by the parent.
Example 1: The following are the SOFPs of P and S as at 31.12.X2
Parent (P)
RM000
1,300
200
800
120
300
200
2,920
Subsidiary(S) RM000
1,200
600
1,120
2,920
500
300
320
1,120
Property
Plant and equipment
Current assets
TOTAL
200
150
350
100
200
120
1,120
500,000
CR Cash
500,000
20,000
20,000
SOLUTION
8
500,000
100,000
200,000
-) Share Premium
150,000
-) Retained earnings
150,000
(500,000)
Goodwill
100,000
NCI (20%)
GRE (80%)
RM(000)
100
RM(000)
40
160
350
(150)
200
RE @ Conso
Subsidiarys Preference shares
(100-20 owned by parent)
Total
800
80
220
960
Assets
Goodwill
Property
Plant and equipment
Current assets
Total Assets
Equities & liabilities
Ordinary share capital
Preference shares
Share Premium
Retained earnings
NCI
Parents (1,200)
Subsidiary (500)
Parents (600)
Subsidiary (300)
Parents (1120-500-20)
320
1,700
900
920
3,620
1,300
120
200
960
220
9
Parent (300)
Subsidiary (200)
Parent (200)
Subsidiary (120)
500
320
3,620
NCI calculated in the above example is calculated as proportionate to its share of fair value
of net assets. When using this method, goodwill is only calculated for the parent company
only. This method is known the partial goodwill method.
Another method of calculating NCI is based on fair value of shares held. The goodwill
calculated using this method is for both parent and NCI. To calculate NCI and goodwill using
this method requires the share price of subsidiary on the date of acquisition.
Using the same example above, we add extra information as follows:
On the date of acquisition the market value of Ps ordinary share was at RM3.00/share.
Using this information, the NCI @ acquisition can be calculated as (200,000x 20%) x RM3 =
RM120,000. This will result in goodwill of RM120,000. This means parents share of goodwill
is RM100,000 and NCIs share of goodwill is RM20,000. This method is also known as the
full goodwill method.
It is important to determine which method is used as it determined on how to charge out
impairment of goodwill.
Example 2
P acquired 200,000 units of ordinary shares out of a total of 250,000 units of ordinary shares
belonging to S on 31.12.X5. The market price for Ss ordinary shares on acquisition date
was RM3.20 / share. Calculate the NCI based on FV of shares held.
Solution:
NCI owns 50,000 units of ord shares (250k-200K)
The mkt price of Ss shares on acq date = RM3.20
Therefore NCI based on FV of shares held = 50,000 x RM3.20 = RM160,000
Using this NCI will result in FULL GOODWILL.
Question to attempt:
10
P acquired 80% of ordinary shares belonging to S on 31.12.X5 by issuing 60,000 units of its
own ordinary shares. The retained earnings of S on that date was RM56,000. The following
is an extract of SOFP for P and S @ 31.12.X8:
P (RM)
S (RM)
2,000,000
100,000
150,000
20,000
1,458,200
87,000
890,600
66,300
S (RM)
@ 31.12.X5
3.20
2.50
@ 31.12.X6
3.60
2.40
@ 31.12.X7
3.15
2.25
@ 31.12.X8
3.00
2.30
IMPAIRMENT OF GOODWILL
11
500,000
100,000
30,000
10,000
GRE (70%)
500,000
70,000
10,000
500,000
100,000
30,000
GRE (70%)
500,000
70,000
10,000
3,000
7,000
Fair value accounting is now an important element in reporting. Fair value of assets and
liabilities can experience an increase or a reduction in value. For consolidation purposes all
fair value adjustments must be accounted for unless specifically stated otherwise. Both
parent and subsidiary assets can be revalued upwards or downwards. The treatment of fair
value adjustment for subsidiary pre-acquisition and post-acquisition is different.
Subsidiary
Parent
Book Value/Carrying
value @ Acquisition
date
RM300,000
RM1,000,000
Fair Value @
Acquisition date
Fair Value
Changes
RM450,000
RM1,500,000
+ RM150,000
+ RM500,000
For subsidiary:
DR Non- Current Assets
150,000
CR Revaluation Reserve
150,000
(Please take note that this fair value change took place @ acquisition date and therefore is
considered as revaluation reserve balance @ acquisition. Therefore RM150,000 is used in
calculating goodwill and will not be shown as RR in consolidated accounts.)
XX
+) NCI
XX
Retained earnings
Revaluation reserve
150,000
(X)
X
For parent:
DR Non- Current Assets
CR Revaluation Reserve
500,000
500,000
(Please note, this fair value changes affect the parents books. Therefore it WILL NOT be
used as goodwill calculation. It will however be shown as part of revaluation reserve in
consolidated accounts.)
13
Book Value
(RM)
300,000
Fair Value
(RM)
350,000
Since the subsidiary is reporting the asset at its book value in its books and the group is
reporting the asset at fair value, adjustment must be made for depreciation differences
between the book value and the fair value.
Date
Depreciation Depreciation Depreciation Accounting treatment
on book value
on fair value
adjustment
31.12
30,000
35,000
5,000 Additional RM5,000/year must be
.20X1
(300,000/10
(350,000/10
charged to retained earnings and
years)
years)
allocated to both NCI and group
retained earnings
14
(Please note the amount of depreciation expenses adjusted depends on the number of
years that has lapsed since acquisition date up to consolidation date. In this example, 1 year
has lapse from acquisition to consolidate date. Therefore the depreciation expenses
adjustment is only made for 1 year only).
The same depreciation principle is applied for parents fair value changes in depreciable
assets. The adjustments can be viewed as:
Adjustment
Ps books
Parents RE @ consolidation
XX
+ / - ) depreciation adjustment
x / (x)
15
FV less acc
depn @
31.12.X1
315,000
FV @
1.1..20X1
350,000
Fair value
changes
50,000
New FV @
31.12.X1
Fair value
changes
360,000
45,000
Accounting treatment
DR properties
RM50,000
CR RR
RM50,000
(This RM50,000 change is to be used in goodwill
calculation since the change occurred @
acquisition date)
Depreciation adjustment @ 31.12.X1:
Depreciation exp based on RM300k
DR Depreciation exp (RE)
RM30,000
CR Accumulated depn
RM 30,000
Additional depn exp due to FV change@ acq date
DR Depreciation exp (RE)
RM5,000
CR Accumulated depn
RE 5,000
(After adjusting for total depreciation of RM35,000;
the asset less accumulated depreciation is
RM315,000
Accounting treatment
DR properties
CR RR
RM45,000
RM45,000
16
XX
+) NCI
XX
XX
-) Share Premium
XX
-) Retained earnings
XX
-) FV adjustment property
50,000
(XX)
Goodwill
XX
Preparing the adjustment for pre and post-acquisition reserves @ conso date
NCI @ acquisition
Subsidiary:
RE @ Conso
Less) RE @ Acquisition
Post Acquisition RE
Group RE
X (20%)
9,000
X (80%)
Group RR
XX
(XX)
XX
(5,000)
Adjusted post RE
Subsidiarys post RR
Parent
XX
45,000
RE @ Conso
Total
NCI (20%)
XX
XX
36,000
XX
XX
XX
Full Illustration
17
Parent (P)
RM000
1,300
nil
800
300
200
2,600
Subsidiary(S) RM000
1,200
280
1,120
2,600
380
320
320
1,020
Property
Plant and equipment
Current assets
TOTAL
200
150
350
200
120
1,020
1,000,000
CR Cash
500,000
200,000
300,000
JOURNAL 6
In Ss books @ acquisition date (pre-acquisition adjustments)
DR Property
100,000
200,000
CR Revaluation reserve
300,000
JOURNAL 7
18
125,000
CR Revaluation reserve
125,000
1,000,000
90,000
200,000
-) Share premium
150,000
-) Retained earnings
250,000
200,000
100,000
(900,000)
GOODWILL
190,000
Since there is a fair value adjustment in property and patents& licenses, depreciation
and amortization adjustments must be made:
Property : FV adjustment 500,000 400,000) / 20 years = 5,000/year
Patents & licenses : FV adjustment 200,000/5 years = 40,000/year
STEP 2 : Preparing the adjustment for pre and post-acquisition reserves
RM000
NCI @ acquisition
Subsidiary:
RE @ conso
Less)RE @ acquisition
Post-acquisition RE
Depreciation (500,000-380,000)/20
Amortisation (200,000/5 years)
NCI
(RM000)
90
CONSO RE
(RM000)
350
(250)
100
(5)
(40)
55
5.5
49.5
125
12.5
CONSO RR
(RM000)
112.5
800
108
849.5
112.5
19
Subsidiary (200,000-40,000)
Parents (1,200)
Subsidiary (380+100+125-5)
Parents (280)
Subsidiary (320)
Parents (1120-500)
320
CONSO
(RM000)
190
160
1,800
600
940
3,690
1,500
300
849.5
112.5
108
Parent (300)
Subsidiary (200)
Parent (200)
Subsidiary (120)
500
320
3,690
Loans receivable/payable
Accounts receivables/ payables
Current accounts
Bills receivables/payables
Interest receivables/payables
Dividends receivables/payables
In cases where one party has remitted cash payment of deliver goods which have yet to be
accounted for by the other party, the payment or goods is to be treated as asset in transit.
20
INTERCOMPANY BALANCES
Example 1
21
Land
Plant
Machineries
Loan to S
Current account
Inventories
Trade receivables
Cash in bank
Ordinary shares
Retained earnings
Loan from P
Current account
Trade payables
P (RM'000)
10,000
3,000
2,000
500
200
300
250
250
16,500
S (RM'000)
4,000
1,500
900
nil
nil
100
120
80
6,700
10,000
5,500
nil
nil
1,000
16,500
4,000
1,500
500
200
500
6,700
Plant
Useful life
Book Value
Fair Value
5 years
20,000
25,000
4,000
5,000
5,000
3,750
1,250
Deferred tax liability will eventually be depleted over the useful life of the asset:
@ 31.12.20X1 one year after acquisition, the group needs to adjust for additional
depreciation of 1,000. The adjusting entries are:
DR Depreciation expense (SOCI)
1,000
CR Accumulated Depreciation
DR Deferred tax liability
CR SOCI
1,000
250
250
23