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7/27/2019 Corp Acc Lecture 6
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Lecture 6
1
Accounting fornon-controlling interests
CORPORATE ACCOUNTING
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Objectives of this lecture2
Understand the nature of non-controllinginterests
Understand why and what we calculate for non-
controlling interests Understand how to calculate goodwill (or gain on
bargain purchase) in the presence of non-controlling interests
Prepare consolidated statements that includedisclosures of non-controlling interest and theparent entity interest
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References3
Text Chapter 5
AASB 10/AASB 127 Consolidated FinancialStatements
AASB 3 Business Combinations
AASB 12 Disclosure of Interests in OtherEntities
AASB 101 Presentation of Financial Statements AASB 136 Impairment of Assets
AASB 132 Financial Instruments : Presentation
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Contents4
1. What are Non-Controlling Interests (NCI)
2. Disclosure Requirements
3. Calculation of NCI4. NCI and Goodwill
5. Effect on Goodwill Impairment Losses
6. NCI and adjustments for inter-entitytransactions
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1. Non-controlling interests (NCI)5
A parent entity may have a subsidiary in which theownership interest is less than 100% (a partlyowned subsidiary)
Non-controlling interest is defined in AASB 10 as:the equity in a subsidiary not attributable,directly or indirectly, to a parent
Generally, most subsidiaries are wholly owned Wesfarmers owns most of its subsidiaries 100%
But we must know the consolidation techniques forthe situation where there is an NCI
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6
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Non-controlling interests7
Where a subsidiary is partly owned by a parententity (i.e. less than 100% interest), both theparent entity and the non-controlling interests
will have an ownership interest in thesubsidiarys profits, dividend payments, andshare capital and reserves
As part of the consolidation process, we needto work out the amount to be attributed to thenon-controlling interests
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2. Disclosure requirements8
AASB 10 (para. 22) states:
Non-controlling interests shall be presented in the consolidated statement offinancial position within equity, separately from the equity of the owners ofthe parent
Paragraph B94 and B95 requires that the entity attribute the profit or loss
of each component of other comprehensive income be attributed to theowners of the parent and to the non-controlling interests.
Para. 12 of AASB 12 requires disclosure the profit or loss allocated tothe NCI and the accumulated NCI at the end of the reporting period.
Paragraph B10 of AASB 12 requires disclosure of dividends paid to the NCIplus summarised financial information about the assets, liabilities, profit or
loss and cash flows. This is all subject to the NCI being material to the reporting entity
Refer to the accounts of Wesfarmers. There is no disclosure ofNCI yet you can see there are subsidiary entities not 100%owned. Why might this be?
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Disclosure (cont.)9
AASB 101 Presentation of Financial Statementssupports the disclosures required by AASB 10
AASB 101.54(r) requires separate disclosure ofthe Parent Interest (PI) in issued capital andreserves
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Therefore, to sum up.....10
We need to calculate the NCIs share in thesubsidiarys:
issued capital reserves
opening retained earnings
profit (or loss) for the period dividend distribution for the period
transfers to or from reserves for the period
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3. Calculating non-controllinginterests
11
Non-controlling interests are identified(calculated) for disclosure purposes but noteliminated as part of the consolidation process
The parents investment in the subsidiary isnow eliminated only against the parents shareof the subsidiarys equity at acquisition date
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4. NCI and goodwill12
AASB 3 gives a choice in the measurement ofthe non-controlling interest
Specifically, paragraphs 18 and 19 of AASB 3
state:[para. 18] The acquirer shall measure the identifiable
assets acquired and the liabilities assumed at theiracquisition-date fair values
[para. 19] For each business combination, theacquirer shall measure any non-controlling interestin the acquiree either at fair value or at the non-controlling interests proportionate share of theacquirees identifiable net assets
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NCI and goodwill (cont.)13
If the non-controlling interests are calculated onthe basis of the fair value of the subsidiary, thenan amount representing the NCIs share of goodwill
will be calculated This will be in addition to the amount of goodwill
allocated to the parent entitys interest
This approach is often referred to as the full
goodwill method
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Examples of both methods15
Example 1: partial goodwill method see textpage 298
Example 2: full goodwill method see text page305
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Proportionate Interest GoodwillMethod (page 298)
16
Yarra Park acquired 75% (and control) of Corio Ltdon 1/1/X0
Pre-acquisition Equities:
100% 75% 25%
Share Capital 3,500,000 2,625,000 875,000
Retained Earnings 1/1/x0 1,600,000 1,200,000 400,000
FVAR (land) 700,000 525,000 175,000
5,800,000 4,350,000 1,450,000
Consideration 5,000,000
Goodwill 650,000
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Additional information17
Corio Ltd leases facilities from Yarra Park Ltd for$120,000 p.a.
Corios interest revenue from Yarra Park Ltd is
$65,000 Corios land carried at $1,000,000 below fair value
No impairment of goodwill to date
Dividends $345,000
Tax rate is 30%
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Consolidation journal entries:Date Particulars Debit Credit
31/12/x2 Land 1,000,000
Fair Value Adjustment 700,000Deferred Tax Liability 300,000
Revaluation of land to FV
31/12/x2 Share Capital 2,625,000
Fair Value Adjustment 525,000
Retained Earnings 1,200,000
Goodwill 650,000
Investment in Corio Ltd 5,000,000Elimination of Investment account (75%)
31/12/x2 Dividend Revenue 345,000
Dividend Paid 345,000
Elimination of inter-entity dividend
18
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Consolidation journal entries (cont.):
19
Date Particulars Debit Credit
31/12/x2 Lease Revenue 120,000
Other Expenses 120,000
Elimination of inter-company rental
31/12/x2 Interest Revenue 65,000
Other Expenses 65,000
Elimination of inter-company rental
31/12/x2 Payable to Corio Ltd 670,000
Receivable from Yarra Park Ltd 670,000
Elimination of inter-companyreceivable/payable
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Consolidation journal entries:
Date Particulars Debit Credit
31/12/x2 Share Capital 875,000
Fair Value Adjustment 175,000
Retained Earnings 1/1/X2 400,000
NCI 1,450,000
Recognition of NCI in pre-acquisition equities
31/12/x2 Retained Earnings 1/1/X2 130,000NCI 130,000
Allocation to NCI post-acquisitionshare of increase in RE
20
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Consolidation journal entries:
Date Particulars Debit Credit
31/12/x2 NCI Share of Current Profit 217,500
NCI 217,500
Allocation to NCI of share ofprofit for the year
31/12/x2 NCI 115,000
Dividend Paid 115,000
Allocation to NCI of currentdividend
21
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NCI memorandum account22 Corio Ltd NCI
$ $
Retained Earnings 1/1/X0 1,600,000
Post-acqn increase 520,000
Retained Earnings 1/1/X2 2,120,000
NCI @ 25% 530,000Profit for the year 870,000
NCI @ 25% 217,500
Dividend Paid (460,000)
NCI @ 25% (115,000)
Issued Capital 3,500,000NCI @ 25% 875,000
Fair Value Adjustment 700,000
NCI @ 25% 175,000
TOTAL NCI 1,682,500
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100% goodwill method23
Same data as for previous example, except thatthe fair value of the NCI at the control date isgiven as $1,500,000
So where does this $1,500,000 comefrom? In this example it is simply a
given, but we should look at AASB 3for guidance
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AASB 3 paragraph B4424
This Standard allows the acquirer to measure a non-controlling interest in the acquiree at its fair value atthe acquisition date.
Sometimes an acquirer will be able to measure theacquisition-date fair value of a non-controllinginterest on the basis of active market prices for theequity shares not held by the acquirer.
In other situations, however, an active market pricefor the equity shares will not be available. In thosesituations, the acquirer would measure the fair valueof the non-controlling interest using other valuationtechniques.
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Consolidation journal entries:Date Particulars Debit Credit
31/12/x2 Land 1,000,000Fair Value Adjustment 700,000
Deferred Tax Liability 300,000
Revaluation of land to FV
31/12/x2 Share Capital 2,625,000
Fair Value Adjustment 525,000
Retained Earnings 1,200,000
Goodwill 700,000
NCI equity 50,000
Investment in Corio Ltd 5,000,000Elimination of Investment account
31/12/x2 Dividend Revenue 345,000
Dividend Paid 345,000
Elimination of inter-entitydividend
25
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Consolidation journal entries:26
Date Particulars Debit Credit
31/12/x2 Lease Revenue 120,000
Other Expenses 120,000
Elimination of inter-company rental
31/12/x2 Interest Revenue 65,000
Other Expenses 65,000
Elimination of inter-company rental
31/12/x2 Payable to Corio Ltd 670,000
Receivable from Yarra Park Ltd 670,000
Elimination of inter-companyreceivable/payable
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Date Particulars Debit Credit
31/12/x2 Share Capital 875,000
Fair Value Adjustment 175,000
Retained Earnings 1/1/X2 400,000
NCI 1,450,000
Recognition of NCI in pre-acquisition equities
31/12/x2 Retained Earnings 1/1/X2 130,000
NCI 130,000
Allocation to NCI post-acquisitionshare of increase in RE
27
Consolidation journal entries:
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Date Particulars Debit Credit
31/12/x2 NCI Share of Current Profit 217,500
NCI 217,500
Allocation to NCI of share ofprofit for the year
31/12/x2 NCI 115,000
Dividend Paid 115,000
Allocation to NCI of currentdividend
28
Consolidation journal entries:
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NCI memorandum account29
Corio Ltd NCI$ $
Retained Earnings 1/1/X0 1,600,000Post-acqn increase 520,000Retained Earnings 1/1/X2 2,120,000
NCI @ 25% 530,000Profit for the year 870,000
NCI @ 25% 217,500Dividend Paid (460,000)
NCI @ 25% (115,000)Issued Capital 3,500,000
NCI @ 25% 875,000Fair Value Adjustment 700,000
NCI @ 25% 175,000NCI Equity 50,000 50,000
TOTAL NCI 1,732,500
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5. Effect on goodwill and impairmentlosses
30
If using the proportionate method, the carryingamount of goodwill is to be grossed up so thatthe NCI in goodwill is included with the PI
interest in goodwill and that 100% of therecoverable assets of the subsidiary can be usedin the recoverable amount test
The impairment losses are then apportioned so
that only the PI in the impairment loss isrecorded in the consolidated accounts
See AASB 136 example 7A
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Effect on goodwill and impairmentlosses (cont.)
31
If the 100% goodwill method is used
Any related impairment losses are split betweenthe PI and the NCI on the same proportionalbasis as the profit etc. is split
See AASB 136 example 7B
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6. Adjustments for intra-grouptransactions
32
AASB 127 Paragraph 20 stipulates that: Intragroup balances, transactions, income and
expenses shall be eliminated in full
The requirement to eliminate the effects ofintra-group transactions holds whether or notthere are non-controlling interests
Because if control exists, it is complete, it iscontrol over 100% of the assets and liabilities
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Intra-group payment of dividends33
The consolidation journal entries will eliminatethe proportion of the dividends that relates tothe parent entitys entitlement
The non-controlling interests share in thedividends paid or declared by the subsidiary willnot be eliminated on consolidation
This is appropriate because the dividends paidto the non-controlling interests represent flowsaway from the economic entity
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Intra-group sale of inventory34
When we calculate the NCIs share of the profitsof the subsidiary, we need to calculate thesubsidiarys profit after eliminating income and
expenses of the subsidiary that are unrealisedfrom the economic entitys perspective
So, adjustments to the calculation of the NCIsshare of the subsidiarys profits will be neededwhere some or all of the inventory sold by thesubsidiary is still on hand with the parent entity atreporting date (an upstream transaction)
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Intra-group sale of inventory (cont.)35
If there are unrealised profits in closinginventory, this will mean that in the nextfinancial period there will be unrealised profits
in opening inventory. So, in that financial periodwe need to adjust the NCIs share of OpeningRetained Earnings (by reducing it) and provide acorresponding increase in the NCIs share of
that periods profits
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Intra-group sale of non-current assets36
If a subsidiary sells a non-current asset (e.g., anitem of property, plant and equipment) to anotherentity within the group, the gain or loss on sale is
not recognised from the groups perspective and theNCIs share of profits will need to be adjusted
The gain or loss is realised across the life of the
asset as the asset is used up(depreciated/amortised).
I t i d i t t
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Intra-group services and interestpayments
37
No adjustments are necessary for these incalculating the NCI in the subsidiarys profit
Text page 314 if consolidation adjusting journal
entries only affect specific accounts in theconsolidated statement of comprehensive incomeand have no effect on consolidated net assets,they should be ignored in the NCI allocation
Consolidation adjustments are of course stillrequired
I t t ti th t t
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Intra-group transactions that creategains or losses for the parent entity
38
When calculating NCI, we do not need to adjustfor gains or losses in the parent entitys accountsthat are unrealised
It is only the unrealised intra-group profits orlosses accruing to the subsidiary that we needto take into our calculation of NCI