AFAR 1.2 - Partnership Accounting (Partnership Dissolution and Liquidation)
AFAR 1.2 - Partnership Accounting (Partnership Dissolution and Liquidation)
AFAR 1.2 - Partnership Accounting (Partnership Dissolution and Liquidation)
• When an incoming partner purchases a portion or all of the interests of one or more of the original
partners, the partnership asset remain unchanged and no cash or other assets flow from the new
partner to the partnership.
• This transaction is recorded by opening a capital account for the new partner and decreasing the
capital accounts of the selling partners by the same amount.
• The cash paid by the buyer is not recorded in the books of the partnership for this is a personal
transaction between the selling partners and the buyer. The gain or loss arising from the sale of
interest is not to be recorded in the partnership books.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
The following procedures are recommended for fair and equitable division of cash among the existing
partners:
1. Determine the amounts of capital balances to be transferred by the existing partners
2. Apportion any excess (or deficiency) in the original partners’ profit and loss ratio.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
Use bonus method. Basically, the bonus method is a transfer of capital balances among the
partners. This method is used when the partners do not wish to record adjustments in asset
accounts or recognize goodwill. Under this method:
1. The old partner’s capital accounts are increased for their respective shares of the bonus paid
by the new partner.
2. The partnership’s total resulting capital equals the prior capital balances plus the new
partner’s investment.
Recognize goodwill brought in by the new partner (Use new partner’s investment to estimate
goodwill to old partners, use old partners’ total capital to estimate goodwill to new partner). With
this method:
1. Goodwill brought in by the new partner is recorded and included in the new partner’s capital
account.
2. The old partners’ capital accounts remain unchanged.
3. The partnership’s total resulting capital reflects the prior capital balances plus the new
goodwill brought in plus the new partner’s investment.
Use bonus method. Basically, the bonus method is a transfer of capital balances among the
partners. This method is used when the partners do not wish to record adjustments in asset
accounts or recognize goodwill. Under this method:
1. The new partner is assigned a bonus from the old partners’ capital balances which are
decreased for their respective shares of the bonus paid to the new partner.
2. The partnership’s total resulting capital equals the prior capital balances plus the new
partner’s investment.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
Withdrawal of a Partner
• When a partner retires or withdraws from the partnership, the partnership is dissolved, but the
remaining partners may continue to operate the business.
• The existing partners may buy out the retiring partner either by making a direct acquisition or by
having the partnership acquire the retiring partner’s interest.
• If the present partner directly acquires the retiring partner’s interest, the only entry on the
partnership’s books is to record the transfer of capital from the retiring partner to the remaining
partner.
• If the partnership acquires the interest of the retiring partner, the partnership must pay the retiring
partner an amount equal to his interest, more than his interest, or less than his interest.
• The interest of the retiring partner is usually measured by his capital balance, increased or
decreased by his share in the following adjustment:
1. Profit or loss from partnership operations from the last closing date to the date of his/her
retirement.
2. Changes in the valuation of all assets and liabilities (book values to fair values).
Cases of withdrawals:
1. Settlement equals withdrawing partner’s interest
2. Settlement more than withdrawing partner’s interest
a. Record goodwill to the excess payment made to the retiring partner. (Partial Goodwill
Method)
b. Record total implied goodwill of the partnership computed by dividing the excess
payment with the retiring partner’s P&L share percentage (Total Goodwill Method)
c. Treat the excess payment as bonus from the remaining partners. This is accomplished by
decreasing the remaining partners’ capital accounts by the excess using their profit and
loss percentage.
3. Settlement less than withdrawing partner’s interest.
a. May be attributed to an overvalued asset
b. Deficiency may be transfer to the retiring partner thru bonus method
Death of a Partner
• The estate of the deceased partner is entitled to receive the amount of his interest in the
partnership at the date of his death.
• The deceased partner’s capital is adjusted using his P&L ratio for changes in asset values arising
from the revaluation of assets, and for the profit from the date the books were last closed.
• The balance of his capital account after considering the necessary adjustments should be
transferred to a liability account pending settlement.
Incorporation of a Partnership
• The corporation will take over the assets and assume the liabilities of the partnership in exchange
for shares of stocks.
• The stock received by the partnership are distributed to the partners in settlement of their interest.
• The partners now become stockholders of the newly formed corporation.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
PARTNERSHIP LIQUIDATION
• Partnership liquidation means winding up the business usually by selling the assets, paying the
liabilities, and distributing the remaining cash to the partners.
• A business which is in the process of converting its assets into cash and making settlement with
creditors is said to be in liquidation.
LUMP-SUM LIQUIDATION
• A lump-sum liquidation of a partnership is one in which all the assets are converted into cash
within a very short time, outside creditors are paid, and a single, lump-sum payment is made to
the partners for their total interests.
• Realization of Assets – Partnership will experience losses on the sale of its assets; before any
distribution may be made to the partners, either liabilities to outside creditors must be paid in full
or the necessary funds may be placed in an escrow account.
• Expenses of Liquidation – expenses such as legal, accounting and advertising costs of selling the
assets may be incurred. These are allocated using the P&L ratio of the partners.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
Liquidation procedures
1. Realization of assets and distribution of gain or loss on realization among the partners based on
the P&L ratio.
2. Payment of expenses
3. Payment of liabilities
4. Elimination of partner’s capital deficiencies. If after the distribution of loss on realization, a partner
incurs a capital deficiency (i.e., partner’s share of realization loss exceeds his capital credit), this
deficiency mut be eliminated using one of the following methods, in the order of priority.
a. If the deficient partner has a loan balance, exercise the right of offset
b. If the deficient partner is solvent, make him invest cash to eliminate his deficiency
c. If the deficient partner is insolvent, let the other partners absorb his deficiency
5. Payment to partners (in order of priority):
a. Loan accounts
b. Capital accounts
Note: Eliminate any capital deficiency only before final payments to partners.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
Cash Withheld
The cash set aside in a separate fund is not a factor in computing possible loss. It is the cash set aside to
ensure payments of potential liquidation expenses which may be incurred, and unrecorded liabilities
which may be discovered. This cash withheld is added to the total value of remaining non-cash assets to
obtain the maximum possible loss needed in the computation of safe installment payment. Also, cash
available for distribution to the partners for the period is net of the cash withheld.
SUMMARY
1. In determining partners’ capital balances before liquidation, the following should be noted:
a. Payables to partners. These should be added from the partner’s capital accounts.
b. Receivables from partners. These should be deducted from the partners’ capital
accounts.
c. Drawing accounts. These should be closed to the partners’ capital accounts
d. Partnership goodwill. This should be written off against partners’ capital accounts
according to the profit and loss ratio
2. Gains or losses on realization should be distributed to the partners based on the agreed profit
and loss ratio.
3. Liabilities should be paid in full, or cash sufficient to ensure the payment of all liabilities should be
withheld.
4. After the payment of the liabilities, partners’ loan accounts should be paid subject to the right of
offset.
5. In determining the amount of installment distribution of cash to the partners, it is assumed that as
of the date of particular disbursement, all cash on hand (excluding cash withheld for the payment
of liabilities and anticipated liquidation expenses) is to be disbursed and all the remaining non-
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
cash assets will not be realized. If only part of the cash is to be paid to the partners, the amount
of the possible future loss is the net assets of the business plus the cash withheld.
6. Cash distribution to the partners should be made with the objective of systematically bringing the
ratio of the partner’s capital accounts in agreement with the partners’ profit and loss ratio.
7. In the event of liquidation, if a partner has either a credit or debit loan balance and installment
payments are desired, for practical purposes the balance can be combined with the partner’s
capital account since the loan account may be used to offset a debit capital balance.
Questions:
1. Assume O purchases one-half of the interest of L.
a. What is the total capital after admission of O?
b. What entry is required upon admission of O to the partnership?
2. Assume O is admitted into the partnership for a 50% interest in profits and losses to the
partnership. The old partners are to retain their original capital and profit-sharing
relationships to each other and are to transfer sufficient amount of their own capital
accounts to O in order to accomplish his admission as planned. O agreed to pay a total of
P50,000 to L, M and N.
a. What is the total partnership capital after admission of O?
b. What is the amount of gain or loss to be recorded arising from the transaction?
c. What entry is required upon admission of O to the partnership?
3. Assuming the same information in number 2, using the revaluation method/goodwill
method.
a. How much is the identifiable assets/goodwill that must be recognized?
b. How much is the partnership capital after the admission of O?
c. What entry is required to record the admission of O to the partnership?
On January 2, 2023, Cody is to invest cash into the partnership. Cody will have a one-fourth
interest and a 25% percent share of profits. Andy and Bony will share the remaining 75% percent
of profits in the ratio.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
Questions:
1. Assume that Cody invests P100,000.
a. How much is the total capital of the partnership after the investment of Cody?
b. What entry is required to record on partnership books?
2. Assume that Cody invests P110,000 for a one-fourth capital interest in the partnership.
a. Using the revaluation approach, assume that Cody paid a P7,500 excess over the
proportionate book value because the partnership owns a land with a book value
of P40,000 but a recent appraisal value of P70,000.
i. How much is the total partnership capital after the investment of Cody?
ii. How much is the share of Andy and Bony in the revaluation of the land?
iii. What entries are required to record the foregoing transactions?
b. Using the goodwill method:
i. How much is the total partnership capital after the investment of Cody?
ii. How much is the goodwill to be recognized upon investment of Cody?
iii. How much is the share of Andy and Bony in the recognized goodwill?
c. Using the bonus method:
i. How much is the total partnership capital after the investment of Cody?
ii. What is the entry to record the transfer of capital to existing/new partner?
3. Assume that Cody invests P80,000 for one-fourth capital interest in the partnership.
a. Using the revaluation approach, assume that the inventory of the partnership is
currently recorded at book value of P140,000 has a fair market value of only
P80,000 because some items were obsolete. The partners agree to write down the
inventory to its fair value before the admission of new partner.
i. How much is the total partnership capital after the investment of Cody?
ii. How much is the share of Andy and Bony in the write down of the
inventory?
iii. What entries are required to record the foregoing transactions?
b. Using the goodwill method:
i. How much is the goodwill that must be recognized upon investment of
Cody?
ii. How much is the share of Andy and Bony in the goodwill?
iii. How much is the total partnership capital after the investment of Cody?
iv. What entries are required to record the foregoing?
c. Using the bonus method:
i. How much is the bonus to old partners? New partner?
ii. How much is the total capital of the partnership after the investment of
Cody?
iii. What entries are required to record the foregoing?
Withdrawal of a Partner
On January 2, 2022, the capital balances and profit and loss ratio of B, C and D are as follows:
Partners Capital P&L ratio
B P10,000 50%
C 15,000 30%
D 20,000 20%
On April 30, 2022, B withdraws from the partnership. The net income of the partnership for the
four months ended April 30, 2022 is P14,000. It is agreed that the inventory costing P5,000 has
market value of P7,000 on April 30, 2022.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
D, E and F
Statement of Financial Position
April 27, 2022
ASSETS LIABILITIES AND EQUITY
Cash P20,000 Accounts payable P28,000
Other assets 80,000 D, loan 2,000
Total Liabilities 30,000
D, capital P9,000
S, capital 21,000
T, capital 40,000 70,000
Total Assets P100,000 Total Liabilities and Equity P100,000
1. Assume that the Other Assets, P80,000, were realized at P60,000 thus resulting to the total
loss of P20,000:
a. How much is the total payment to D? E? F?
b. What are the entries required to record the transactions?
2. Assume that the Other Assets, P80,000, were realized at P55,000 resulting to a total loss of
P25,000:
a. How much is the total payment to D? E? F?
b. What are the entries required to record the transactions?
3. Assume that the Other Assets, P80,000, were sold for P49,500, thus, resulting to a loss of
P30,500 and assuming that the partners are personally solvent:
a. How much is the total investment needed to be made? Which partner will
contribute additional cash?
b. How much is the total payment to D? E? F?
c. What are the entries required to record the transactions?
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
4. Assume that the Other Assets, P80,000, were sold for P49,500, thus resulting to a loss of
P30,500 and assuming that the partners are personally insolvent?
a. How much was the loss absorbed by other partners arising from the capital
deficiency? How much is the share of the non-capital deficient partners?
b. How much is the payment to D? E? F?
c. What are the entries required to record the transactions?
R, S and T
Statement of Financial Position
December 31, 2022
ASSETS LIABILITIES AND EQUITY
Cash P5,430 Accounts payable P12,892
Other assets 61,870 R, loan 8,000
Total Liabilities 20,892
R, capital P16,402
S, capital 5,469
T, capital 24,537 46,408
Total Assets P67,300 Total Liabilities and Equity P67,300
Questions:
1. Prepare the Statement of Liquidation for R, S and T Partnership.
2. Prepare the corresponding Schedule of Safe Payments.
3. How much did R, S and T receive in the first installment payment in January?
4. How much did R, S and T receive in the first installment payment in February?
5. How much did R, S and T receive in the first installment payment in March?
6. How much is the total amount of cash received by R during the liquidation?
7. How much is the total amount of cash received by S during the liquidation?
8. How much is the total amount of cash received by T during the liquidation?
9. How much total liabilities was paid during the liquidation?
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
The partners and the creditors have agreed that Ebro will act as the administrator. Ebro
anticipates that it will take approximately three months to complete the liquidation. The partners
request that available cash be distributed to them at the end of each month. Consequently, Ebro
prepares the Cash Distribution Program to ensure reasonable cash payments to partners.
Cash P6,000
Non-cash assets 244,000
Liabilities 130,000
July P144,000
August 20,000
September 20,000
Ebro plans to set aside P10,000 cash at the end of July and P4,000 at the end of August to reserve
for future unrecorded liabilities. By the end of September, Ebro expects that all liquidation
expenses and unrecorded liabilities will be known so that a final distribution plan can be made.
The following events took place during the three-month liquidation of the company:
Cash Realized, Net
Book Values of Unrecorded
of Liquidation
Assets Realized Liabilities
Expenses
July P136,000 P180,000 –
August 22,000 18,000 P8,000
September 20,000 46,000 –
Questions:
1. Prepare a cash distribution program.
2. Prepare a statement of liquidation for the partnership.
3. How much is the loss absorption potential of each of the partner?
4. To whom and how much is the first priority payment?
5. To whom and how much is the second priority payments?
6. To whom and how much is the third priority payments?
7. How much is total payment to Burgoz, Corpuz and Diaz and Ebro in July?
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
8. How much is total payment to Burgoz, Corpuz and Diaz and Ebro in August?
9. How much is total payment to Burgoz, Corpuz and Diaz and Ebro in September?
10. How much is the total liabilities paid during the liquidation?
11. What are the entries required to record the liquidation transactions?
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
d. When the assets of the partnership plus the assets of all the partners are insufficient to
meet the partnership plus the individual partners’ liabilities
15. In which order are partnership assets distributed to partners under the Partnership Law
a. Capital balances, loans, profits
b. Loans, profits, capital balances
c. Loans, capital balances, profits
d. Profits, capital balances, loans
16. In a partnership liquidation the realization losses result in a debit balance in one partners’ capital
account. If this partner fails to contribute personal assets to make up this deficit, how should the
debit balance be handled by the partners?
a. It should be written off against partnership profits like any other bad debt.
b. It should be allocated to all the partners in their profit and loss ratio.
c. It should be allocated to the remaining partners in their remaining profit and loss ratio.
d. It should be set up as a receivable and turned over to a collection agency.
17. What is the rule of offset?
a. Receivables from partners should offset against their debit capital balances before they
receive any cash distributions.
b. Loans to partners should offset against their debit capital balances before they receive
any cash distributions
c. Loans from partners should offset against their credit capital balances before they receive
any cash distributions
d. Loans from partners should offset against their debit capital balances before they receive
any cash distributions.
18. If a partnership is liquidated, how is the final allocation of business assets made to the partners?
a. Equally
b. According to the profit and loss ratio
c. According to the final capital account balances
d. According to the initial investment made by each of the partners
19. Which of the following statements is true concerning the accounting that is made for a partnership
going through liquidation?
a. Gains and losses are reported directly as increases and decreases in the appropriate
capital account.
b. A separate income statement is created just to measure the profit or loss generated
during liquidation
c. Since gains and losses rarely occur during liquidation, no special accounting treatment is
warranted.
d. Within a liquidation, all gains and losses are divided equally among the partners
20. During a liquidation, a partners’ capital account balance drops below zero. What should happen?
a. The other partners should file a legal suit against the partner with the deficit balance.
b. The partner with the highest capital balance should contribute sufficient assets to
eliminate the deficit.
c. The deficit balance should be removed from the accounting records with only the
remaining partners sharing in future gains and losses.
d. The partner with a deficit should contribute enough assets to offset the deficit balance.
21. If Juan, a partner with a loan receivable from a liquidating partnership, receives less cash than
the amount of the loan during the liquidation, the payment is recorded with a debit to:
a. Loan receivable from Juna
b. Juan capital
c. Juan drawing
d. Loan payable to Juan
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
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LECTURER: JOHN HENRY G. PANTOJA (JGP)
DV CPA REVIEW
Benrosi V Building, 9746 Kamagong Street, Makati
09158288685/dvivoaccounting.com
d. By multiplying a partners’ profit and loss ratio by the difference between his loss
absorption potential and the loss absorption potential of the next strongest partner.
28. In the cash distribution plan which partner gets the first cash distribution?
a. The partner with the largest loan balance
b. The partner with the largest loss absorption potential
c. The partner with the largest capital balance
d. The partner with the largest profit and loss ratio
29. In accounting for partnership liquidation, cash payments to partners after all non-partner creditors’
claims have been satisfied, but before the final cash distribution, should be according to:
a. The partners’ relative profit and loss ratios
b. The final balances in partner capital accounts
c. The partners’ relative share of the gain or loss on liquidations
d. Safe payments computation
30. In a partnership liquidation, the final cash distribution to the partners should be made in
accordance with the
a. Partners’ profit and loss ratio
b. Balances of the partners’ loan and capital accounts
c. Ratio of the capital contributions by the partners
d. Ratio of capital contribution less withdrawals by the partner.
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LECTURER: JOHN HENRY G. PANTOJA (JGP)