F2 Financial Management
Complex Groups
Learning Outcome
A1b Identify and demonstrate the impact on group financial
statements where: there is a Non controlling interest; the
interest in a subsidiary or associate is acquired or disposed
of part way through an accounting period (to include the
effective date of acquisition and dividends out of pre
acquisition profits); shareholdings, or control, are acquired in
stages; intragroup trading and other transactions occur; the
value of goodwill is impaired.
A Complex group exists where a subsidiary company has
investments of its own.
Vertical Complex Structure
X
80%
Y
80%
Z
• •
X controls Y and Y controls Z. Effectively X controls both Y
and Z.
• •
Y is a subsidiary and Z is a subsidiary.
Y is an 80% subsidiary with a 20% Non Controlling Interest.
• •
• •
Z is an effective subsidiary with 64% (80% x 80%) and an
effective Non Controlling Interest of 36%.
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Importance of Acquisition Date:
X
80% Acquired 1 Jan X1
Y
80% Acquired 1 April X0
Z
• •
L is an 80% sub with a 20% MI. The date of acquisition is 1
Jan X1.
• •
M is a 48% subsidiary with an effective Non Controlling
Interest of 52%. The date of acquisition is also 1 Jan X1.
If the 2 subsidiaries combined together at an earlier date then that
date is ignored because it did not give the parent company control.
Consolidated Statement of Financial Position
With a complex group question the workings will be the same as
they are for a simple group with one extra indirect holding
adjustment (IHA). The IHA affects the second goodwill calculation
and the first Non Controlling Interest calculation.
Income Statements
There is only one change to the income statement for a complex
group structure and that affects the Non Controlling Interest
calculation. It involves a double counting adjustment similar to the
one on the statement of financial position.
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F2 Financial Management
Example 1
Here are the statement of financial positions for three companies
dated 30 November 20X6.
HART
HIND
DOE
$000’s
$000’s
$000’s
Non Current Assets
Inv in Hind 75
Inv in Doe
50
Tangibles 80
60
50
Current Assets
Inventory 22
Receivables 31
Cash/Bank 10
218
Share Capital $1 40
Reserves 24
Non Current Liabilities
120
Current liabilities 34
218
31
17
24
21
11
16
176
104
25
20
23
18
65
63
36
176
104
30
i. Hart purchased 20,000 shares in Hind on 1 January 20X2 for
$75,000 when the reserves of Hind were $10,000.
ii. Hind purchased 15,000 shares in Doe on 1 January 20X1 for
$50,000 when the reserves of Doe were $5,000. On the 1
January 2002 the reserves of Doe were $8,000.
iii. On 1 January 20X2 Hind’s net assets were subject to a fair
value adjustment. Hind held land with a book value of
$10,000 and a fair value of $15,000. This land was still
owned at the statement of financial position date.
iv. During the year Hart sold goods to Hind with an invoice value
of $20,000 and at a mark up on cost of 25%. ¼ of these
goods were unsold at the year end.
v. Goodwill arising on acquisition of Doe has not suffered any
impairment. Goodwill arising on acquisition of Hind has been
impaired by $10,000 at the statement of financial position
date.
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F2 Financial Management
vi. Hart has a policy of valuing noncontrolling interests at fair
value at the date of acquisition. For this purpose the share
price of Doe and Hind at this date should be used. The
market price of each Doe and Hind share was $3.30 and $4
respectively.
Required:
Prepare the consolidated statement of financial position for the
Hart Group as at 30 November 20X6 using the full method.
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F2 Financial Management
Example 2
These are extracts from income statements for the year to 31
March 20X7.
Operating Profit
Investment Income
Profit Before Tax
Tax
Profit After Tax
Rose
Martha
Mickey
$000’s
116
$000’s
$000’s
122
8
130
91
(32)
(40)
98
51
12
128
(25)
103
91
Notes:
i. Rose owns 75% of Martha and Martha owns 80% of
Mickey.
ii. Martha and Mickey have declared and paid dividends of
$16,000 and $10,000 respectively.
Required:
Produce the extracts from the group income statement for the year
to 31 March 20X7.
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F2 Financial Management
Mixed or D Shaped Complex Groups
This is when the parent company has both a direct and an indirect
holding in the subsubsidiary.
X
80%
10%
Y
80%
Z
• •
X controls both Y and Z because of the actual percentages.
• •
Y is an 80% sub with a 20% Non Controling Interest.
• •
X has an effective interest in Z made up of:
74%
direct 10%
indirect 64%
Effective MI 26%
Care must be taken when calculating the goodwill arising on
acquisition of Z as the cost of investment will contain both a direct
and an indirect part.
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Example 3
Statement of Financial Positions as at 31 December 20X6
Butch
Mia
Vincent
$m
$m
$m
250
82
75
76
67
69
Non Current Assets
Investments
Tangibles
Current Assets
Share Capital $1
Reserves
Current liabilities
67
80
401
218
147
200
60
84
50
152
49
401
47
74
50
218
147
i. Vincent paid $200m for 45m shares in Mia on 31 December
2001 when the reserves of Mia were $30m. Goodwill is not
impaired.
ii. Vincent also purchased for $50m, 20m shares in Butch on
the same date when Butch’s reserves were $20m. No
impairment has occurred.
iii. On 31 December 20X1 Mia purchased $20m shares in Butch
for $75m when Butch’s reserves were $25m. Once again no
impairment has occurred.
iv. The NCI Goodwill for Mia is $20m and for Butch is $10m.
Required:
Prepare the group statement of financial position for the Vincent
Group as at 31 December 20X6.
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F2 Financial Management
Changes in Group Structure
Learning Outcome
A1b Identify and demonstrate the impact on group financial
statements where: there is a Non controlling interest; the
interest in a subsidiary or associate is acquired or disposed
of part way through an accounting period (to include the
effective date of acquisition and dividends out of pre
acquisition profits); shareholdings, or control, are acquired in
stages; intragroup trading and other transactions occur; the
value of goodwill is impaired.
Piecemeal or Step Acquisitions
Consider the following levels of investments;
% of Ord.
Share
Level of influence Standard
< 20% None IAS 39
20% 50% Significant Influence IAS 28
Joint control IAS 31
50% or more Control IAS 27
At any time an entity can buy additional shares moving from one to
another of the above categories.
We need to consider three following main movements;
Investment IAS 39 Control IAS 27
Significant Influence IAS 28 Control IAS 27
Control IAS 27 More Control IAS 27
The first two are treated in the same way but the third is slightly
different.
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Investment or Associate becomes a Subsidiary
The previously held investment is remeasured to fair value with
any resulting gain recognised in the income statement.
Goodwill would be calculated as;
$
Cost of additional investment X
Fair value of acquirers existing interest X
_____
X
For % Fair value of identifiable net assets at control (X)
_____
X
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Example 1
The following are the summarised statements of financial position
of Today, Tomorrow and Yesterday as at 31 December 20X7.
Today Tomorrow
$ $
65,000
Noncurrent assets 200,000
Investments 80,000
Current assets 50,000
_______
30,000
_______
95,000
330,000
_______
_______
Ordinary shares of $1 each 100,000
50,000
Retained earnings 193,000
27,000
Current liabilities 37,000
_______
18,000
_______
95,000
330,000
_______
_______
i. On 1 January 20X6 Today acquired 10,000 shares in
Tomorrow at a cost of $2 each. The retained earnings of
Tomorrow were $18,000 at that date.
ii. On 1 January 20X7 Today acquired 20,000 ordinary shares
in Tomorrow at a cost of $3 each when the retained earnings
of Tomorrow amounted to $22,000. The fair value of the
identifiable net assets of Tomorrow were $75,000 at 1
January 20X7. The fair value adjustment relates to land
which had not been sold by 31 December 20X7. The fair
value of the existing holding in Tomorrow on 1 January 20X7
was $30,000
iii. It is group policy to value the noncontrolling interest at its
proportionate share of the fair value of the subsidiary’s
identifiable net assets.
iv. Goodwill has not been impaired.
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F2 Financial Management
Required
Prepare the consolidated statement of financial position of Today at
31 December 20X7 assuming:
i) The 20% interest in Tomorrow allowed Today significant
influence
i) The other 80% of shares were held by one other investor and
allowing Today no influence in Tomorrow.
Increased Stake in Subsidiary (Control maintained)
If the status does not change from no control to control then no re
measurement to fair value is required.
There is no gain or loss to be recognised as it is simple a
reallocation between Group and NCI and the parents equity is
adjusted as follows;
Fair value of consideration paid (X)
X
Decrease in NCI in net assets at date of purchase
____
Adjustment to parents equity (X)
Example 2
Following on from Example 1 above.
Calculate the Noncontrolling interest and retained earnings if
Today acquired an additional 10% interest in Tomorrow on I
January 20X8 for $10,000. Assuming that Today initially had
significant influence in Tomorrow before control.
Overall adjustment;
Dr NCI CSFP (% NA at date of control lost)
Cr Cash/Shares (consideration paid)
Dr/Cr Reserves (Balance)
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Disposals
During the year the Group may dispose of shares in any of its
investments and the results could be as follows;
Subsidiary IAS 27 No investment at all
Subsidiary IAS 27 Subsidiary IAS 27
(reduced stake)
Subsidiary IAS 27 Associate IAS 28
Subsidiary IAS 27 Trade investment
IAS 39
Under the revised IFRS3 disposal only really occurs when one
entity loses control over another.
Control lost Groups accounts
This will include a full disposal, reducing the investment to an
associate or trade investment.
On disposal of a controlling interest, any retained interest
(associate or investment) is measured at fair value on the date
control is lost.
The group recognises the proceeds from disposal together with the
Fair Value of any retained interest in its investment
The group derecognises the net assets of the subsidiary at the
date of disposal together with their related goodwill and NCI at
disposal.
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