Chapter 9 Valuation
Chapter 9 Valuation
Chapter 9 Valuation
Valuation
Unit 1 : Concept of Valuation
1.1 Introduction
Valuation is the process of estimating what something is worth. Items that are usually valued
are either financial assets or liabilities. Valuation can be used as a very effective business tool
by management for better decision making throughout the life of the enterprise. Valuations are
needed for many reasons such as investment analysis, capital budgeting, merger and
acquisition transactions, financial reporting, determination of tax liability and in litigation.
Companies are governed and valuations are influenced by the market supply-demand life cycles
along with product and technology supply-demand lifecycles. Correspondingly, the value of an
enterprise over the course of its life peaks with the market and product / technology factors. Both
financial investors such as venture capitalists and entrepreneurs involved in a venture would ideally
like to exit the venture in some form near the peak to maximize their return on investment. Thus,
valuation helps determine the exit value of an enterprise at that peak. This exit value typically
includes the tangible and intangible value of the companys assets. Tangible value would typically
include balance sheet items recorded as the book value of the enterprise. Intangibles would
typically include intellectual property, human capital, brand and customers, among others. In more
traditional companies considering the private equity markets, the value of intangibles is much
higher than the value of the tangible assets. Therefore, an effective enterprise valuation
methodology needs to be developed.
One can also define valuation as Measurement of value in monetary terms. Measurement of
income and valuation of wealth are two interdependent core aspects of financial accounting
and reporting. Wealth comprises of assets and liabilities. Valuation of assets and liabilities
are made to portray the wealth position of a firm through a balance sheet and to supply
logistics to the measure of the periodical income of the firm through a profit and loss account.
Again valuation of business and valuation of share are made through financial statement analysis
for management appraisal and investment decisions. Valuation is pivotal in strategic, long term or
short term decision making process in cases like reorganization of company, merger and
acquisition, extension or diversification, or for launching new schemes or projects. As the
application area of valuation moves from financial accounting to financial management, the role of
accountant also undergoes a transition. That order of transition in the concept and use of valuation
process is followed in the subsequent units of this chapter.
Valuation
9.2
The objectives of valuation are again different in different areas of application in financial
accounting and in financial management.
9.3
Financial Reporting
Historical cost. Assets are recorded at the amount of cash or cash equivalents paid or the fair
value of the other consideration given to acquire them at the time of their acquisition.
Current cost. Assets are carried at the amount of cash or cash equivalents that would
have to be paid if the same or an equivalent asset were acquired currently.
Realizable (settlement) value. Assets are carried at the amount of cash or cash
equivalents that could currently be obtained by selling the asset in an orderly disposal.
Present value. Assets are carried at the present value of the future net cash inflows that
the item is expected to generate in the normal course of business.
Valuation
9.4
Liquidation value is the projected price that a firm would receive by selling its assets if it
were going out of business.
Book value is the value of an asset as carried on a balance sheet. In other words, it
means (i) the cost of an asset minus accumulated depreciation (ii) the net asset value of
a company, calculated by total assets minus intangible assets (patents, goodwill) and
liabilities (iii) the initial outlay for an investment. This number may be net or gross of
expenses such as trading costs, sales taxes, service charges and so on. It is the total
value of the companys assets that shareholders would theoretically receive if a company
were liquidated. By being compared to the companys market value, the book value can
indicate whether a Inventory is under or overpriced. In personal finance, the book value
of an investment is the price paid for a security or debt investment. When a Inventory is
sold, the selling price less the book value is the capital gain (or loss) from the investment.
Market value is the price at which buyers and sellers trade similar items in an open
market place. The current quoted price at which investors buy or sell a share of common
Inventory or a bond at a given time. The market capitalization plus the market value of
debt. Sometimes referred to as total market value. In the context of securities, market
value is often different from book value because the market takes into account future
growth potential. Most investors who use fundamental analysis to picks Inventorys look
at a companys market value and then determine whether or not the market value is
adequate or if its undervalued in comparison to its book value, net assets or some other
measure.
Fair market value is the price that a given property or asset would fetch in the market place,
subject to the following conditions: (i) Prospective buyers and sellers are reasonably
knowledgeable about the asset; they are behaving in their own best interests and are free of
undue pressure to trade. (ii) A reasonable time period is given for the transaction to be
completed. Given these conditions, an assets fair market value should represent an
accurate valuation or assessment of its worth. Fair market values are widely used across
many areas of commerce. For example, municipal property taxes are often assessed based
on the fair market value of the owners property. Depending upon how many years the owner
has owned the home, the difference between the purchase price and the residences fair
market value can be substantial. Fair market values are often used in the insurance industry
as well. For example, when an insurance claim is made as a result of a car accident, the
insurance company covering the damage to the owners vehicle will usually cover damages
up to the fair market value of the automobile.
Intrinsic value is the value at which an asset should sell based on applying data inputs to a
valuation theory or model. The actual value of a company or an asset based on an
underlying perception of its true value including all aspects of the business, in terms of both
tangible and intangible factors. This value may or may not be the same as the current market
9.5
Financial Reporting
value. Value investors use a variety of analytical techniques in order to estimate the intrinsic
value of securities in hopes of finding investments where the true value of the investment
exceeds its current market value. For call options, this is the difference between the
underlying Inventorys price and the strike price. For put options, it is the difference between
the strike price and the underlying Inventorys price. In the case of both puts and calls, if the
respective difference value is negative, the intrinsic value is given as zero. For example,
value investors that follow fundamental analysis look at both qualitative (business
model, governance, target market factors etc.) and quantitative (ratios, financial statement
analysis, etc.) aspects of a business to see if the business is currently out of favour with the
market and is really worth much more than its current valuation.
Extrinsic value is another variety. It is the difference between an options price and the
intrinsic value. For example, an option that has a premium price of `10 and an intrinsic
value of ` 5 would have an extrinsic value of `5. Denoting the amount that the options
price is greater than the intrinsic value, the extrinsic or time value of the option declines
as the expiration date of an option draws closer.
These types of values can differ from one another. For example, a firms going-concern value is
likely to be higher than its liquidation value. The excess of going-concern value over liquidation
value represents the value of the operating firm as distinct from the value of its assets. Book value
can differ substantially from market value. For example, a piece of equipment appears on a firms
books at cost when purchased but decreases each year due to depreciation charges. The price
that someone is willing to pay for the asset in the market may have little relationship with its book
value. Market value reflects what someone is willing to pay for an asset whereas intrinsic value
shows what the person should be willing to pay for the same asset.
Each approach has advantages and disadvantages. Generally there is no right answer to a
valuation problem. Valuation is very much an art as much as a science! These approaches
can be briefly discussed as:
Cost Approach
This technique involves restating the value of individual assets to reflect their fair market
values. It is useful for valuing holding companies where assets are easy to value (for
example, securities) and less useful for valuing operating businesses. The value of an
operating company is generally greater than that of its assets. The difference between that
value of the expected cash flows and that of its assets is called the going concern value. It
is a useful approach when the purpose of the valuation is that the business will be liquidated
and Trade payables must be satisfied. While doing this valuation following adjustments to
book value can be made:
Valuation
9.6
Inventory undervaluation
Bad debt reserves
Market value of plant and equipment
Patents and franchises
Investments in affiliates
Tax-loss carried forward
Market Approach
The market approach, as the name implies, relies on signs from the real market place to determine
what a business is worth. It is to be understood that business does not operate in vacuum. If what
one does is really great, then chances of others doing the same or similar things are more. If one is
looking to buy a business, one decides what type of business he is interested in and then looks
around to see what the "going rate" is for businesses of this type. If one is planning to sell
business, he will check the market to see what similar businesses sell for. So the market approach
to valuing a business is a great way to determine its fair market value - a monetary value likely to
be exchanged in an arms-length transaction, when the buyer and seller act in their best interest.
Income approach
The income approach considers the core reason for running a business ie. making money. Here
the so-called economic principle of expectation applies. Since the business value must be
established in the present, the expected income and risk must be translated to today. The income
approach generally uses two ways to do this translation: (i) Capitalization and (ii) Discounting.
9.7
Financial Reporting
2.2
Measurement at Cost
The cost of an item of fixed asset comprises its purchase price, including import duties
and other non-refundable taxes or levies after deducting any trade discounts and
rebates; the initial estimate of the costs of dismantling and removing the item and
restoring the site on which it is located, the obligation for which an entity incurs either
when the item is acquired or as a consequence of having used the item during a
particular period for purposes other than to produce inventories during that period;
(b)
Any directly attributable cost of bringing the asset to its location and condition necessary
for it to be capable of operating in the manner intended by management. Examples of
directly attributable costs are:
(i) Costs of site preparation;
(ii)
Valuation
9.8
(c)
(d)
Administration and other general overhead expenses are usually excluded from the cost
of fixed assets because they do not relate to a specific fixed asset. However, in some
circumstances, such expenses as are specifically attributable to construction of a project
or to the acquisition of a fixed asset or bringing it to its location and condition, may be
included as part of the cost of the construction project or as a part of the cost of the fixed
asset.
(e)
The expenditure incurred on start-up and commissioning of the project, including the
expenditure incurred on test runs and experimental production, is usually capitalised as
an indirect element of the construction cost. However, the expenditure incurred after the
plant has begun commercial production, i.e., production intended for sale or captive
consumption, is not capitalized and is treated as revenue expenditure even though the
contract may stipulate that the plant will not be finally taken over until after the
satisfactory completion of the guarantee period.
(f)
If the interval between the date a project is ready to commence commercial production
and the date at which commercial production actually begins is prolonged, all expenses
incurred during this period are charged to the profit and loss statement. (f) The AS 16
stated on capitalization of borrowing costs (i.e., interest and other costs incurred by an
enterprise in connection with the borrowing of funds) that are directly attributable to the
acquisition, construction or production of a qualifying asset.
(g)
Self constructed fixed assets: The same principles that apply to value purchased fixed
assets at original cost will apply to self constructed assets also.(AS10, Para 10)
It may be remembered that administration and general overhead expenses are usually
excluded from the cost of fixed assets unless they are specifically attributable to financing
cost incurred on deferred credit or borrowed fund in relation to acquisition of fixed assets, and
they do not form part of original cost after such fixed assets are ready for use. Similarly,
expenditure incurred on start-up and commissioning of the project after the plant has begun
commercial production is not considered as a part of the original cost.
(h)
Examples of costs that are not costs of a tangible fixed asset are: Costs of opening a new
facility or business, such as, inauguration costs; Costs of introducing a new product or
service including costs of advertising and promotional activities; and Costs of conducting
business in a new location, or with a new class of customer (including costs of staff training);
Are also not included in the cost of tangible fixed assets.
(i)
Any internal profits are eliminated in arriving at the cost of an asset. The costs of
abnormal amounts of wasted material, labour or other resources incurred in the
production of the self-constructed asset are excluded from its cost; and Borrowing costs
9.9
Financial Reporting
incurred during the period of production will be included in accordance with AS 16
Borrowing Costs if the self-constructed asset meets the definition of a qualifying asset
Valuation
9.10
impairment should be charged to profit and loss account in addition to the depreciation. If
subsequently the recoverable amount rises the reversal, i.e., addition shall be made to the already
reduced carrying amount. However the reversed carrying amount should never exceed the original
carrying amount which would have been had there been no impairment.
(b)
(c)
(d)
When a fixed asset is acquired in exchange for another asset, its cost is usually
determined by reference to the fair market value of the consideration given. It may be
appropriate to consider also the fair market value of the asset acquired if this is more
clearly evident. An alternative accounting treatment that is sometimes used for an
exchange of assets, particularly when the assets exchanged are similar, is to record the
asset acquired at the net book value of the asset given up; When a fixed asset is
acquired in exchange for shares or other securities in the enterprise, it is usually
recorded at its fair market value, or the fair market value of the securities issued,
whichever is more clearly evident. (AS 10)
(Note: We find different terms in different references viz., Realizable (settlement) value, Net
selling price and fair market value connoting the same meaning. Again, Present value and
Value in use are also carrying the same meaning.)
9.11
Financial Reporting
Loss Account.
If any fixed asset was revalued earlier and the revaluation reserve remains unutilised partly or
fully any loss arising out of sale of such fixed assets can be adjusted with the unutilised
balance of revaluation reserve.
2.8 Depreciation
Assessment of depreciation and the amount to be charged is based on three factors:
(i)
(ii)
(ii)
If there is change in method, unamortised amount of the fixed assets should be charged
to revenue following the new method from the date of the asset coming into use.
(iii) If useful life is revised, the unamortised value of the fixed assets should be charged to
revenue over the revised remaining period of useful life.
(iv) If the value of the fixed asset is revised, the depreciation should be charged to write off
the unamortised value of the fixed assets including revaluation profit/loss over the
remaining useful life. In case the revaluation has a material effect on the amount of
depreciation, the same should be disclosed separately in the year in which revaluation is
carried out.
Illustration 1
Fixed Assets of XYZ Ltd:
Purchased as on 1.4.2008 ` 7,50,000
Revaluation + 20% on 1.4.2010.
Expected life 15 years.
The company charged straight line depreciation.
The fixed asset was sold on 1.4.2013 for ` 5,60,000
The company also charged the excess depreciation to revaluation reserve.
Show Fixed Assets A/c, Depreciation A/c and Revaluation Reserve A/c in the book of XYZ Ltd.
Valuation
9.12
Solution
Fixed Assets Account
`
1.4.08
To Bank
7,50,000
31.3.09
By Depreciation
By Balance c/d
1.4.09
To Balance b/d
7,50,000
7,00,000
31.3.10
By Depreciation
By Balance c/d
31.3.11
By Depreciation
By Balance c/d
31.3.12
By Depreciation
By Balance c/d
1.4.10
To Balance b/d
To Revaluation Reserve
1.4.11
To Balance b/d
7,00,000
6,50,000
1,30,000
7,80,000
7,20,000
1.4.12
To Balance b/d
7,20,000
6,60,000
31.3.13
By Depreciation
By Balance c/d
1.4.13
To Balance b/d
6,60,000
6,00,000
1.4.13
By Bank
By Revaluation
Reserve A/c
6,00,000
50,000
7,00,000
7,50,000
50,000
6,50,000
7,00,000
60,000
7,20,000
7,80,000
60,000
6,60,000
7,20,000
60,000
6,00,000
6,60,000
5,60,000
40,000
6,00,000
Depreciation A/c
31.3.09
31.3.10
31.3.11
31.3.12
31.3.13
50,000
50,000
60,000
60,000
60,000
31.3.09
31.3.10
31.3.11
31.3.12
31.3.13
By P & L A/c
By P & L A/c
By P & L A/c
By P & L A/c
By P & L A/c
50,000
50,000
60,000
60,000
60,000
31.3.11
31.3.12
1.4.13
10,000
1,20,000
1,30,000
10,000
1,10,000
1,20,000
10,000
1,00,000
1,10,000
40,000
60,000
1,00,000
1.4.10
1,30,000
1.4.11
By Balance b/d
1,30,000
1,20,000
1.4.12
By Balance b/d
1,20,000
1,10,000
1.4.13
By Balance b/d
1,10,000
1,00,000
1,00,000
9.13
Financial Reporting
Note: The company should in the first place, charge full depreciation to profit and loss
account. Thereafter, amount representing relevant portion of the depreciation resulting from
the revaluation may be transferred from the revaluation reserve. The balance on revaluation
reserve after adjustment of the loss on disposal should be transferred to general reserve.
Illustration 2
Vidarva Chemical Ltd. purchased a machinery from Madras Machine Manufacturing Ltd. (MMM Ltd.) on
30.9.2012. Quoted price was ` 162 lakhs. MMM Ltd. offers 1% trade discount. Sales tax on quoted
price is 5%. Vidarva Chemical Ltd. spent ` 42,000 for transportation and ` 30,000 for architects
fees. They borrowed money from ICICI ` 150 lakhs for acquisition of the assets @ 20% p.a. Also they
spent ` 18,000 for material in relation to trial run. Wages and overheads incurred during trial run were
` 12,000 and ` 8,000 respectively. The machinery was ready for use on 15.11.2012. It was put to use
on 15.4.2013. Find out the original cost. Also suggest the accounting treatment for the cost incurred in
the interval between the date the machine was ready for commercial production and the date at which
commercial production actually begins.
Solution
(1)
Quoted price
Less: 1% Trade discount
Add: Sales tax
Transportation
Architects fees
Financing cost
@ 20% on ` 150 lakhs for 1.5 months i.e. (30.09.12 to 15.11.12)
Expenditure for start-up:
Material
Wages
Overhead
(2)
` in
lakhs
162.00
(1.62)
8.10
0.42
0.30
3.75
0.18
0.12
0.08
` in
lakhs
160.38
12.57
172.95
0.38
173.33
Illustration 3
The original cost of the machine shown in the books of PK Ltd. as on 1st Jan., 2010 is ` 180 lakhs
which they revalued upward by 20% during 2010. In the year 2012, it appears that a 5% downward
revaluation should be made to arrive at the true value of the asset in the changed economic and
industry conditions. They charged 15% depreciation on W.D.V. of the asset.
Valuation
9.14
Show the value of the asset at which it should appear in the Balance Sheet dated 31st Dec. 2012 and
show the Revaluation Reserve Account.
Solution
(1)
Determination of Cost
` in lakhs
W.D.V as on 1.1.2010
180.00
36.00
216.00
(32.40)
W.D.V as on 1.1.2011
183.60
(27.54)
W.D.V as on 1.1.2012
156.06
(7.80)
148.26
22.24
W.D.V as on 31.12.2012
(2)
126.02
Revaluation Reserve Account
` in
lakhs
` in
lakhs
31.12.10
To Balance c/d
36.00
31.12.10
By Machinery A/c
36.00
31.12.11
To Balance c/d
36.00
01.01.11
By Balance b/d
36.00
31.12.12
To Machinery A/c
7.80
01.01.12
By Balance b/d
36.00
To Balance c/d
28.20
36.00
36.00
Illustration 4
X Ltd. purchased fixed assets for ` 10 lakhs for which it got grants from an international agency (which
comes within the definition of government as mentioned in AS 12) ` 8 lakhs. X Ltd. decides to treat the
grant as deferred income. Suggest appropriate basis for taking credit of the grant to Profit and Loss
A/c. Take life of the assets 10 years. The company followed W.D.V method. Scrap value ` 2.5 lakhs.
Solution
Deferred income on account of grant should be taken credit at the proportion by which depreciation is
charged.
Calculation of Depreciation and taking Credit of Deferred Grant (Depreciation Rate 12.95)
9.15
Financial Reporting
Original Cost /W. D. V
Depreciation
Recovery of Grant
(` in Lakhs)
(` in Lakhs)
(` in Lakhs)
t0
10.000
t1
10.000
1.295
1.381
t2
8.705
1.127
1.202
t3
7.578
0.981
1.046
t4
6.597
0.854
0.912
t5
5.743
0.744
0.794
t6
4.999
0.647
0.690
t7
4.352
0.564
0.602
t8
3.788
0.491
0.524
t9
3.297
0.427
0.455
t10
2.870
0.370
0.394
Notes:
1
(i)
2.5 10
Rate of Depreciation = 1 = 12.95%
10
(ii)
Valuation
9.16
3.2 Recognition
AS 26 establishes general principles for the recognition and measurement of Intangible
Assets. An intangible asset should be recognised in the financial statements if, and only if:
(a) It is probable that the future economic benefits that are attributable to the asset will flow
to the enterprise; and
(b) The cost of the asset can be measured reliably.
These recognition criteria apply to both costs incurred to acquire an intangible asset and those
incurred to generate an asset internally. The Standard imposes additional criteria, however,
for the recognition of internally-generated intangible assets.
If an intangible asset is acquired separately:
Cost of the intangible asset can usually be measured reliably and such intangible asset is
recognized and valued at cost in the same manner as in case if the tangible fixed assets.
If the intangible asset is internally generated:
AS 26 prohibits the recognition of internally generated goodwill as an asset. In addition,
certain internally generated items are specifically identified in AS 26 as not capable of being
distinguished from the cost of developing the business as a whole and therefore are prohibited
9.17
Financial Reporting
3.3 Goodwill
Goodwill is said to be that element arising from reputation, connection or other advantages
possessed by a business which enables it to earn greater profits than the return normally to be
expected on the capital represented by net tangible assets employed in the business. In
considering the return normally to be expected, regard must be had to the nature of the
business, the risk involved, fair management remuneration and other relevant circumstances.
Goodwill of a business may arise in two ways. It may be inherent to the business that is
Valuation
9.18
generated internally or it may be acquired while purchasing any concern. Purchased goodwill
can be defined as being the excess of fair value of the purchase consideration over the fair
value of the separable net assets acquired. The value of purchased goodwill is not necessarily
equal to the inherent goodwill of the business acquired as the purchase price may reflect the
future prospects of the entity as a whole. This point has been elaborated in Unit 6: Valuation
of Business. Non-purchased goodwill is any goodwill other than purchased goodwill. Para 36
of AS-10 Accounting for Fixed Assets states that only purchased goodwill should be
recognized in the accounts.
Goodwill in financial statements arises when a company is purchased for more than the fair
value of the identifiable net assets of the company. The difference between the purchase price
and the sum of the fair value of the net assets is by definition the value of the "goodwill" of the
purchased company. The acquiring company must recognize goodwill as an asset in its
financial statements and present it as a separate line item on the balance sheet, according to
the current purchase accounting method. In this sense, goodwill serves as the balancing sum
that allows one firm to provide accounting information regarding its purchase of another firm
for a price substantially different from its book value. Goodwill can be negative, arising where
the net assets at the date of acquisition, fairly valued, exceed the cost of acquisition. Negative
goodwill is recognized as a gain to the extent that it exceeds allocations to certain assets.
Under current accounting standards, it is no longer recognized as an extraordinary item. For
example, a software company may have net assets (consisting primarily of miscellaneous
equipment, and assuming no debt) valued at ` 1 million, but the company's overall value
(including brand, customers, intellectual capital) is valued at ` 10 million. Anybody buying that
company would book ` 10 million in total assets acquired, comprising ` 1 million physical
assets, and ` 9 million in goodwill.
9.19
Financial Reporting
excess of the cost to the parent of its investment in a subsidiary over the parents portion of
equity of the subsidiary, at the date on which investment in the subsidiary is made, should be
described as goodwill to be recognised as an asset in the consolidated financial
statements;(AS 21)
Internally generated goodwill should not be recognised as an asset (AS 26). Thus, in corporate
financial accounting the scope for valuation of goodwill is limited to the measurements stated in the
above circumstances. In case of amalgamation in the nature of merger, there does not arise any
goodwill. In case of amalgamation in the nature of purchase, the excess of purchase consideration
over the net asset value is computed as goodwill. In case of consolidation of final accounts, the
excess of cost of investment in subsidiary over the parents share in subsidiarys equity at the date
of acquisition is computed as goodwill. Thus for determining the value of goodwill to be shown in
the financial statements, one has to find the amount of purchase consideration, net asset value,
cost to the parent of its investment in subsidiary and parents share in subsidiarys equity.
If we assume that the purchase consideration or the cost of investment in subsidiary is inclusive of
the price for goodwill, if any, then question may arise whether the valuation process is a circular
one as stated below. The purchase consideration/ cost of investment in subsidiary are determined
on the basis of valuation of business or valuation of share of transferor/subsidiary. The purchase
consideration/cost of investment determines value of goodwill in amalgamation in the nature of
purchase or in consolidation of financial statements. Thus in the above mentioned situations value
of goodwill is the resultant figure derived from purchase consideration or cost of acquisition. Then
this purchase consideration/cost of acquisition cannot again be derived from the valuation of
goodwill. This inconsistency can be removed if we recognize that goodwill has no identity
separable from the business and there need be no separate valuation of goodwill. The valuation of
business as a whole would automatically include the value of goodwill. The fact that purchase
consideration in excess of net asset value of business taken over is recorded as goodwill also
suggests that goodwill value should not be a part of net asset value of business.
However, for the purpose of management information brand valuation and goodwill valuation
may be done by applying any of the alternative methods available although that may not be in
line with the requirements of Accounting Standards.
3.5.1 Capitalisation method: Under this method future maintainable profit is capitalised
applying normal rate of return to arrive at the normal capital employed. Goodwill is taken as
the excess of normal capital employed over the actual capital employed.
Normal Capital employed =
Valuation
9.20
` 3,00,000
` 17,00,000 = ` 3,00,000
0.15
Naturally, if normal capital employed becomes less than actual capital employed there arises
negative goodwill.
It is to be noted that under Capitalisation method the actual capital employed is to be taken at
(closing) balance sheet date.
3.5.2 Super profit method: Excess of future maintainable profit over normally expected
profit is called super profit. Under this method goodwill is taken as the aggregate super profit
of the future years for which such super profit is expected to be maintained.
Factors considered in this method are:
(i)
(ii)
(iii)
(iv)
Example
Capital employed by X Ltd. ` 17,00,000, Future maintainable profit ` 3,50,000, Normal rate of
return 15%, Super profit can be maintained for 5 years.
Future maintainable profit
15
Super Profit
` 3,50,000
(` 2,55,000)
`
95,000
Goodwill = Super profit No. of years for which the super profit can be maintained.
= ` 95,000 5 = ` 4,75,000
3.5.3 Annuity method: It is a refinement of the super profit method. Since super profit is
expected to arise at different future time periods, it is not logical to simply multiply super profit
into number of years for which that super profit is expected to be maintained. Further future
9.21
Financial Reporting
values of super profits should be discounted using appropriate discount factor. The annuity
method got the nomenclature because of suitability to use annuity table in the discounting
process of the uniform super profit. In other words, when uniform annual super profit is
expected, annuity factor can be used for discounting the future values for converting into the
present value. Here in addition to the factors considered in super profit method, appropriate
discount rate is to be chosen for discounting the cash flows.
Example
Super Profit of X Ltd. ` 95,000 p.a. can be maintained for 5 years. Discount rate is 15%.
Goodwill = ` 95,000 3.352 = ` 3,18,440
There are atleast two frequently used approaches for arriving at the Capital employed: (i)
based on a particular Balance Sheet and (ii) average of Capital employed at different balance
sheet dates.
Capital employed is determined using historical cost values available at the balance sheet
date. However if revalued figures are given that should be considered.
(ii)
On the other hand, it considers preference share capital which bears fixed rate of
dividend.
The argument in favour of adopting this approach is to count only such fund which is
attributable to the shareholders. Alternatively, by capital employed one can mean long term
capital employed. However, leverage gives some advantage as well as riskiness. Use of
lower amount of owned fund results in higher return because of using borrowed fund
advantageously. This is called leverage effect. By taking only shareholders fund as capital
employed, one can give weightage to leverage while calculating goodwill.
Example
Balance Sheet of X Ltd.
Liabilities
Share Capital
P & L A/c
13% Debentures
Trade payables
` in lakhs Assets
80 fixed assets
20 Inventory
1,20 Trade receivables
40 Cash & Bank
2,60
` in lakhs
1,80
40
20
20
2,60
Valuation
9.22
9.23
Financial Reporting
Illustration 1
Balance Sheets of X Ltd.
As on 31st March 2x12 and 31st March 2x13
Liabilities
Share Capital
General Reserve
Profit & Loss A/c
12% Debentures
18% Term Loan
Cash Credit
Trade payables
Tax Provision
31.3.12
31.3.13
18,00
6,00
6,80
2,00
3,00
1,20
70
30
38,00
18,00
6,00
9,40
2,00
3,20
80
60
40
40,40
Assets
fixed assets
Investments
Inventory
Trade receivables
Cash and Bank
31.3.12
31.3.13
24,00
1,00
6,00
3,00
4,00
26,00
2,00
5,50
3,50
3,40
38,00
40,40
Non-trade investments were 75% of the total investments. Find capital employed as on 31.3.12 and as
on 31.3.13 and average capital employed.
Solution
Computation of capital employed
(` in lakhs)
2,00
3,00
1,20
70
30
31.3.12
31.3.13
38,00
40,40
(75)
37,25
(1,50)
38,90
7,20
30,05
2,00
3,20
80
60
40
7,00
31,90
Valuation
9.24
Illustration 2
Balance Sheet of AP Ltd. as on 31st March, 2013
Liabilities
` in lakhs
Share Capital
Equity Shares of ` 10 each
8% Preference Shares
General Reserve
Profit & Loss A/c
18% Term Loan
Cash Credit
Trade payables
Provision for Taxation
(net of advance tax)
Proposed Dividend:
Equity
Preference
90,00
20,00
10,50
30,00
45,00
5,60
2,00
Assets
` in lakhs
51,20
108,70
27,00
2,00
7,00
4,50
23,40
1,00
18,00
1,70
223,80
_____
223,80
Other information
Balance as on 1.4.12
Profit and Loss A/c
` 4,80 Lakhs
Reserve
` 4,50 Lakhs
Solution
Computation of Average Capital Employed
` in lakhs
Total of Assets as per Balance Sheet as on 31.3.2013
Less: Outside Liabilities:
18% Term Loan
Cash Credit
Trade payables
Provision for Taxation
Capital employed as on 31.3.13
Less: 1/2 of profit earned:
Increase in Reserve balance
Increase in Profit & Loss A/c
` in lakhs
223,80
45,00
5,60
2,00
1,00
6,00
25,20
(53,60)
170,20
9.25
Financial Reporting
Proposed Dividend
19,70
50,90
25,45
144,75
` 000
2009
71,20
2010
87,20
2011
75,70
2012
82,70
2013
78,90
In this case no trend of past profit is available. So, simple average is best suitable method to
arrive at a figure which may be taken as future maintainable profit.
Future maintainable profit (` in 000) =
= 79,14
(ii) Trend Equation: If the past profits show increasing or decreasing trend, linear trend
equation gives better estimation of the future maintainable profit.
Example
B K Ltd. gives the following profit figures for the last five years:
Year
2009
2010
2011
2012
2013
Profits
` 000
37,20
42,00
47,50
53,50
57,20
Valuation
9.26
Since, past profits show increasing trend, time series trend may be used to determine future
maintainable profit. Applying Linear trend equation three to five years profit may be predicted
and average of such future profits may be taken as future maintainable profit.
Year
XY
2009
2010
2011
2012
2013
2
1
0
1
2
0
37,20
42,00
47,50
53,50
57,20
237,40
74,40
42,00
0
53,50
114,40
51,50
A=
b=
Y =
n
4
1
0
1
4
10
237,40
=47,48
5
XY =
X
2
51,50
=
10
51,5
2009
2010
2011
2012
2013
Profits
(000 ` )
71,20
82,50
87,00
92,00
95,00
In this example past profits showed an increasing trend. Weighted average of past profits may
be used in such cases to arrive at future maintainable profit.
Derivation of weighted average of the past profits:
Year
2009
Profits (P)
000 `
71,20
Weight (W)
PW
71,20
9.27
Financial Reporting
2010
2011
2012
2013
82,50
87,00
92,00
95,00
3
5
7
9
25
247,50
435,00
644,00
855,00
22,52,70
PW = 22,52,70
W 25
`
`
`
`
`
62,93
68,08
73,23
68,08
68,00 (say)
Illustration 3
PPX Ltd. gives the following information about past profits:
Year
Profits
(` 000 )
2009
21,70
2010
22,50
2011
23,70
2012
24,50
2013
21,10
On scrutiny it is found (i) that upto 2011, PPX Ltd. followed FIFO method of finished Inventory valuation
thereafter adopted LIFO method, (ii) that upto 2012 it followed straight line depreciation and thereafter
adopted written down value method.
Given below the details of Inventory valuation: (Figures in ` 000)
Year
Opening Inventory
Closing Inventory
FIFO
LIFO
FIFO
LIFO
2009
40,00
39,80
46,00
41,20
2010
46,00
41,20
49,20
47,90
Valuation
2011
49,20
47,90
38,90
39,10
2012
38,90
39,10
42,00
38,50
2013
42,00
38,50
45,00
43,10
9.28
Straight Line
W.D. V
(` 000 )
(` 000 )
2009
12,10
17,00
2010
14,15
18,10
2011
15,00
19,25
2012
16,70
19,60
2013
18,00
19,40
Determine future maintainable profits that can be used for valuation of goodwill.
Solution
Past profits of PPX Ltd. showed an increasing trend excepting in year 2013. But the effects of changes
in accounting policies should be eliminated to ascertain the true nature of trend. Since the company
has adopted LIFO method of Inventory valuation and W.D.V method of depreciation, profits may be
recomputed applying these policies consistently in all the past years. Recomputation of profits
following uniform accounting policies are shown below:
(Figures in ` 000)
Year
Book Profits
Profits after
elimination of the
effect of change in
Accounting policies
2009
21,70
4,60
4,90
12,20
2010
22,50
+ 3,50
3,95
22,05
2011
23,70
+ 1,50
4,25
20,95
2012
24,50
20
2,90
21,40
2013
21,10
21,10
After elimination of the effect of change in accounting policies, increasing trend disappeared. Rather
profits were oscillating during the last four years excepting 2009. So a simple average may be taken of
the last 4 years profits to arrive at the future maintainable profits:
Future Maintainable Profit (000 `) =
= 21,37.50
9.29
Financial Reporting
Working Note:
Effect of LIFO Valuation:
2009:
2010:
2011:
2012:
6,00
(1,40)
Reduction in profit
4,60
3,20
6,70
Increase in profit
3,50
10,30
8,80
Increase in profit
1,50
38,90
39,10
Reduction in profit
20
3.7.1 Adjustments needed with past profits: Since past profits are used to make an
estimation about the future maintainable profit, it is necessary to make appropriate
adjustments for better projection. The following adjustments generally become necessary:
(i)
Elimination of abnormal loss arising out of strikes, lock-out, fire, etc. Profit/loss figures
which contain abnormal loss should either be ignored or eliminated. Similarly, if there is
any abnormal gain included in past profits that needs elimination.
(ii)
Interest/dividend or any other income from non-trading assets needs elimination because
capital employed used for valuation of goodwill comprises only of trading assets.
(iii) If there is a change in rate of tax, tax charged at the old rate should be added back and
tax should be charged at the new rate.
(iv) Effect of change in accounting policies should be neutralised to have profit figures which
are arrived at on the basis of uniform policies.
the risk-free rate, i.e., the pure interest rate prevailing in the concerned economy; (the
rate of return on long term government securities or fixed deposit in bank may be taken
as risk-free rate)
(ii)
the premium for business risks appropriate for the industry to which the firm/company
belongs.
If the industry is well established and yielding profits steadily the rate of return that will satisfy
entrepreneurs will be rather low though higher than the risk- free rate. Higher the business
Valuation
9.30
` in lakhs
Share Capital:
Assets
Goodwill
Authorised
1,850
Machinery
3,760
1,015
Capital Reserve
General Reserve
2,543 Inventory
Trade receivables
457 Cash in hand and at Bank
Trade payables
568
310
` in lakhs
32
600
873
614
546
22
750
_____
9,600
9,600
The profits before tax of the four years have been as follows:
Year ended 31st March
2009
3,190
2010
2,500
2011
3,108
2012
2,900
The rate of income tax for the accounting year 2008-2009 was 40%. Thereafter it has been 38% for all
the years so far. But for the accounting year 2012-2013 it will be 35%.
In the accounting year 2008-2009, the company earned an extraordinary income of ` 1 crore due to a
special foreign contract. In August, 2009 there was an earthquake due to which the company lost
property worth ` 50 lakhs and the insurance policy did not cover the loss due to earthquake or riots.
9% Non-trading investments appearing in the above mentioned Balance Sheet were purchased at par
by the company on 1st April, 2010.
The normal rate of return for the industry in which the company is engaged is 20%. Also note that the
9.31
Financial Reporting
companys shareholders, in their general meeting have passed a resolution sanctioning the directors an
additional remuneration of ` 50 lakhs every year beginning from the accounting year 2012-2013.
Solution
(1)
` in lakhs
Land and Buildings
Machinery
Furniture and Fixtures
Patents and Trade Marks
Inventory
Trade receivables
Cash in hand and at Bank
1,850
3,760
1,015
32
873
614
546
8,690
568
22
590
8,100
(2)
2009-2010
2010-2011
2011-2012
3,190
2,500
3,108
2,900
(54)
3,054
(54)
2,846
(100)
50
3,090
2,550
As there is no trend, simple average profits will be considered for calculation of goodwill.
Total adjusted trading profits for the last four years = ` (3,090 + 2,550 + 3,054 + 2,846)
= ` 11,540 lakhs
` 11,540 lakhs
` 2,885 lakhs
(50)
2,835
(992)
Lakh
Lakh
(Approx)
1,843
Lakh
Valuation
(3)
9.32
1,843
(1,620)
223
9.33
Financial Reporting
Corporate Identity: Brands help companies in creating and maintaining an identity for
them in the market place. This is chiefly facilitated by brand popularity and the eventual
customer loyalty attached to the brands.
2.
TQM: By building brand image, it is possible for a body corporate to adopt and practice
Total Quality Management (TQM). Brands help in building a lasting relationship between
the brand owner and the brand user.
Valuation
9.34
3.
Customer Preference: The need for branding a product or service arises on account of
the perceived choice and preferences which are built up psychologically by the
customers. In fact, branding gives them the advantage of status fulfillment.
4.
5.
Strong Market: By building strong brands, firms can enlarge and strengthen their market
base. This would also facilitate programmes, designed to achieve maximum market
share.
Real Economic Value: By showing brand value in the Balance Sheet of a firm, an
objective and realistic assessment of the companys real economic value could be made
possible. This would facilitate the ascertainment of correct Net Asset Value (NAV) which
would be useful in times of business acquisitions and mergers.
2.
3.
9.35
Financial Reporting
4.
Leverage Benefits: By enhancing the NAVs through brand disclosure separately in the
Balance sheet, it is possible for companies to resort to easy debt borrowings as this
causes an increase in NAV. In fact, the borrowing limits a firm enhances with the
increase in NAV. This ultimately paves the way for sound capital structure and an
improved gearing ratio.
5.
Quality Decisions: Inclusion of brand values not only enhances NAV, ensure fair
valuation of the firm. This promotes quality managerial decision making. Brand valuation
may help managers in placing importance on brand promotion and strategic brand
positioning which hold the key for corporate marketing success.
6.
Quality Accounting: Brand value inclusion enhances the quality of accounting practice
since the value added by corporate brands are considered significant in financial
statements. This could ultimately improve the financial accounting system and
management control.
7.
Social Obligation: Brand valuation and its disclosure would help managers and
shareholders alike appreciate the significant role of brands in maintaining and enhancing
the market value of firms. This could help especially the shareholders in making an
objective evaluation of companies (rating) before investing their money. This exercise, in
a way, helps firms fulfill their social obligations.
8.
Other Benefits: Brand accounting provides a strong basis for self-evaluation of its value
by corporate. This could help firms in making a perfect estimate of the ability to take on
the competitors. It not only helps in tackling competitors locally, but could be of much
greater advantage to the foreign joint ventures and collaborations.
2.
3.
Uncertainty: The problem that is associated with the brand, as an item of intangibles, is
that its possible returns are uncertain, immeasurable and non-current in nature. Any
expected on such intangibles are usually either written off or treated as Deferred
Revenue Expenditure.
Valuation
9.36
4.
The Dilemma: Another area of challenge posing brand accounting is whether to amortise
or capitalise the value of brand. There is no question of amortising brand values as either
the economic life of the brand cannot be determined in advance or its value depreciates
over time. In fact, it is to be noted that a brand can be purchased or generated and
maintained, thus enhancing the corporate future income earnings capacity. The
challenge could, however, be overcome by categorising the brand expenditure into
Maintenance and Investment. Whereas the maintenance expenditure could be charged to
Profit and Loss Account and the Capital Expenditures be shown in the Balance Sheet
and where the brand value is shown separately and explicitly in the Balance Sheet, the
leverage position of the company can be shown enhanced.
5.
No Market: The prevailing practice is that the intangibles are not required to be revalued
according to some accounting standards on account of the non-existence of an active
secondary market for them. In fact, the need for brand accounting arises mainly on
account of conditions warranted by acquisition and merger.
6.
New Brands: A related problem, in accounting for such intangibles as brands is that it is
often difficult to determine whether a new one is being gradually substituted for an
existing brand. This raises the issue as to how to account for it in subsequent years. In
such case, the relevant question is: Should the original cost of brand be written-down as
it erodes? It may be difficult to determine whether a brand remains the same asset
overtime as it is subtly reshaped to meet new market opportunities.
7.
Joint Costs: The contribution to the value of a brand is made not simply by investing a
desirable product with a customer seductive name, but by building market share by the
skilful exploitation of the product in a whole host of ways of general efficiency with which
a business is conducted by expending money on a joint cost basis. It is very difficult to
segregate and account for joint costs that are incurred and the cost of brand developed
as a result of general operations of the business.
2.
3.
4.
5.
6.
7.
8.
Accuracy in projecting the super or extra earnings offered by a brand and rate of
discounting such cash flows.
9.
9.37
Financial Reporting
10. Internationalisation of a brand and therefore, local earning power of a brand in various
countries or markets.
The valuation of brands is discussed from the angle of (i) Acquired brands, and (ii) Self
generated brands.
Valuation of Acquired Brands: A purchased brand is one, which is acquired from other
existing concerns. The acquiring company may acquire only the brand name(s). The value of
acquired brands is given below:
Brand value = Brand Development Cost + Brand Marketing and Distribution Cost + Brand
Promotion Costs including advertising and other costs.
The historical cost method is specifically applicable to home-grown brands for which various
costs like development costs, marketing costs, advertising and general communication costs
etc. are incurred. The sum total of all these costs would represent the value of brands.
However, the entire advertisement costs cannot be regarded as incurred for brand. Further,
several heavily advertised brands today show hardly any value or presence.
The chief advantage of this model is that the various types of costs that are actually incurred
are considered. This facilitates easy computation of brand values. However, it does not
explain the impact of brand value on the profitability of a firm.
Valuation
9.38
Replacement Cost Model Under this model, the brands are valued at the costs, which
would be required to recreate the existing brands. The method is based on the assumption
that the existing brands can be recreated exactly by new brands. It is the opportunity cost of
investments made for the replacement of the brand.
Though the model sounds objective, problem lies in ascertaining the actual marketing cost
incurred for I particular brand of a product. Moreover, it is difficult to select an appropriate
capitalisation rate.
Present Value Model According to present value model, the value of a brand is the sum
total of present value of future estimated flow of brand revenues for the entire economic life of
the brand plus the residual value attached to the brand. This model is also called Discounted
Cash Flow model which has been wisely used by considering the year wise revenue
attributable to the brand over a period of 5, 8 or l0 years. The discounting rate is the weighted
average capital cost, this being increased where necessary to account the risks arising out of
9.39
Financial Reporting
a week brand. The residual value is estimated on the basis of a perpetual income, assuming
that such revenue is constant or increased at a constant rate.
Brand value =
Rt
(1 + r )
Re sidual value
(1 + r )N
Where,
R1
Discounting rate
BMD =
BPC =
The demerit of this model is that it gives more importance to subjective variables in the
estimation of brand value and this renders the whole exercise less reliable.
Life Cycle Model Under this approach, the brand value is indicated by means of relating the
brand dimensions to the brand strength. This model is applicable to home-grown brands,
where the brands are generated, nurtured and developed throughout their life which
resembles a product life cycle. The model is so called because the various brand dimensions
behave in a way over a period of time thus forming the brand value, to its life. This results in
Valuation
9.40
the formation of S-curve. The model merely gives diagrammatic representation of formation
and behaviour of brand strength. The various dimension assumed in this approach are difficult
to be quantified. The figure depicts the life cycle model of corporate brand strength
Incremental Model Under this approach, the value of a brand is measured in terms o|
incremental benefits accruing to a firm on account of additions made to the brand value as a
result of acquisition or revaluation of brands. The brand value is computed as follows:
Brand value
= Total expected benefits after acquiring or revaluing brands Total benefits of brands owned
Super Profits Model This is the most commonly used method for brand valuation. The
simple formula of valuation under this method is as follows:
2.
3.
Market Oriented Approach This method is much outward looking and emphasises on the
market forces and competition, to arrive at a brands value. The method requires very good
understanding of the market, new entrants, exit of old competitors, market expansion and
shrinkage and impact of other macro-level variables on the market. The valuation process
demands due amount of conservatism in projecting the market-size and the companys share
in the market.
Brand value =
The advantage of this method is, it looks at macro aspects governing the brands growth or
shrinkage. It also takes the cognizance of non-branded products and their threat to the
companys brand. Companys profitability ratio and the accounting factor are a matter of
strategic benchmarking.
Whole Organisation as a brand : Normally one cannot identify a product or process or
program as an exclusive brand. All the value drivers bring together and make the enterprise a
big integrated brand, the premium enjoyed by such enterprise becomes the value of the brand.
Brand value = Intrinsic value of an enterprise - Net asset value of the assets of an enterprise
This method is useful under the following circumstances:
1.
2.
A going concern values itself and exhibits such premium enjoyed by it, in its Balance
Sheet.
9.41
Financial Reporting
3.
One company becomes the brand equity or brand name for whole of the group.
4.
This method is a very accurate choice of performance indicators and their weight ages which
together decide the intrinsic value of the enterprise.
Which brand valuation method to use?
It is generally best to value brands using all appropriate brand valuation methods and
synthesise the results to arrive at a conclusion.
Brand value = Discounting Factor (Total profits of the organisation in next 10 years Profit of the organisation without the branded employees in next 10 years)
Assuming that the branded employees are not there and then notionally computing the
non-branded employees performance would require accurate benchmarking. Treating
key employees as brands and valuing them, has some good advantages:
1.
Valuation
9.42
2.
3.
4.
Branded employees and their valuation make the enterprises Balance sheet
distinctive strong and much more transparent.
5.
Products, processes and programmes can be distinguished from the important value
driven employees, valuation becomes easy. Exclusively of the products and processes
from the employees becomes clear, when the branding of employees is done.
(e) Value Chain Approach: The outsourcing approach can be used considerably to find out
the cost and contribution associated with every value driver or factor of production. The
sum total of such contributions, if deducted from the total contribution achieved by the
organisation should give the brand value of the organisation. The surplus offered by the
brand for ten years may be discounted at rate applicable to average market conditions.
` in lakhs
(i)
` 2,500
(ii)
` 10,000
(iii)
(iv)
(v)
(vi)
` 1,500
14%
18%
25%
9.43
Financial Reporting
Solution
Calculation of Possible Value of Brand
` in lakhs
Profit after Tax (PAT)
Less: Profit allocated to tangible assets [18% of ` 10,000]
Profit allocated to intangible assets including brand
Capitalisation factor 25%
Capitalised value of intangibles including brand [
Less: Identifiable intangibles other than brand
Brand value
700
100 ]
25
2,500
1,800
700
2,800
1,500
1,300
Illstration 6
Rough-use Ltd. has hired a Marketing Consultancy Firm for doing market research and provide data
relating to Tyre Industry for the next 10 years. The following were the observations and projections
made by the consultancy firm:
1.
2.
The Tyre Industry in the target area i.e. whole of India, is expected to grow at 5% per annum for
the next 3 years, and thereafter at 7% per annum over the subsequent seven years.
The market size in terms of unencumbered basic sales of tyres was estimated at
` 8,000 crores in the last year, dominated by medium and large players. This includes roughly
10% of fake brands and locally manufactured tyres. Market share of this segment is expected to
increase by 0.5% over the decade.
3.
Cheap Chinese Imports accounted for 40% of the business (but 60% of the volume) last year.
This is expected to be increase by 0.25% over the next decade.
4.
The other large players accounted for roughly 34% of the business value last year, which is
expected to go down by 0.5% over the next ten years, due to expansion of Rough-use Ltd.s
product portfolio.
5.
The Company is in the process of business process re-engineering, which will start yielding results in 2
years time, and increase its profitability by 3% from its existing 8%.
What is the Brand Value of Rough-use Ltd., under Market Oriented Approach, if the appropriate discount rate
is 10%?
Solution
Market Share of Rough-use Ltd.
(a)
Last years market share = 100% Fake Brands 10% - Chinese Imports 40% - Other Domestic
Brands (large players) 34% = 16%
(b)
Increase or decrease in market share: Chinese Imports 0.25% + Local Brands 0.5% - Other Domestic
Brands (large players) 0.5% = 0.25% i.e. increase in others market share. Hence, market share of
Rough-use Ltd. is expected to fall by 0.25% every year over the decade, from the current level of 16%.
Therefore, this year it will be 15.75%, next year 15.50%, the year after 15.25% etc.
Valuation
9.44
1
2
3
4
5
6
7
8
9
10
8,000.00 + 5% =
8,400.00
8,400.00 + 5% =
8,820.00
8,820.00 + 5% =
9,261.00
9,261.00+ 7% =
9,909.27
9,909.27 + 7% =
10,602.92
10,602.92 + 7% =
11,345.12
11,345.12 + 7% =
12,139.28
12,139.28 + 7% =
12,989.03
12,989.03 + 7% =
13,898.26
13,898.26 + 7% =
14,871.14
Brand Value
Market
Share
of
Roughuse Ltd.
15.75%
1,323.00
@ 8% = 105.84
0.909
96.22
15.50%
1,367.10
@ 8% = 109.37
0.826
90.34
15.25%
1,412.30
@11% = 155.32
0.751
116.65
15.00%
1,486.39
@11% = 163.50
0.683
111.67
14.75%
1,563.93
@11% = 172.03
0.621
106.83
14.50%
1,645.04
@ 11% = 180.95
0.564
102.06
14.25%
1,729.85
@11% = 190.28
0.513
97.62
14.00%
1,818.46
@11% = 200.03
0.467
93.41
13.75%
1,911.01
@11% = 210.21
0.424
89.13
13.50%
2,007.60
@11% = 220.84
0.386
85.24
989.17
Brand Value of Rough-use Ltd. under Market Oriented Approach is 989.17 crores.
Illustration 7
During the financial year 2011-2012, Smart Ltd. had the following transactions:
(i)
On 1st April 2011, Smart Ltd. purchased new asset of Ok Ltd. for ` 7,20,000. The fair
value of Ok Ltd.s identifiable net assets was ` 3,44,000. Smart Ltd. is of the view that
due to popularity of Ok Ltd.s products, the life of resulting goodwill is unlimited.
(ii)
On May 2011, Smart Ltd., purchased a franchise to operate boating service from the
State Government for ` 1,20,000 and at an annual fee of 1% of boating revenues. The
franchise expires after 5 years. Boating revenues were ` 40,000 during financial year
2011-2012. Smart Ltd. projects future revenue of ` 80,000 in 2012-2013 and ` 1,20,000
per annum for 3 years thereafter.
(iii) On 5th July 2011, Smart Ltd. was granted a patent that had been applied for by Ok Ltd.
During 2011-12, Smart Ltd. incurred legal costs of ` 1,02,000 to register the patent and
an additional ` 1,70,000 to successfully prosecute a patent infringement suit against a
competitor. Smart Ltd. expects the patents economic life to be 10 years. Smart Ltd.
9.45
Financial Reporting
follows an accounting policy to amortize all intangibles on straight line basis over the
maximum period permitted by accounting standard taking a full year amortization in the
year of acquisition.
Prepare
(a) A schedule showing the intangible section in Smart Ltd. balance sheet at 31st March
2012.
(b) A schedule showing the related expenses that would appear in the Statement of
Profit and Loss of Smart Ltd. for 2011-2012.
Solution
(a)
Smart Ltd.
Balance Sheet (Extract)
(Extract relating to intangible asset)
as on 31st March 2012
Assets
(1)
Note No.
6,79,200
Note No.
`
40,000
?
2
3
88,800
400
?
(b)
1.
2.
3.
Intangible assets
Goodwill (Refer to note 1)
Franchise (Refer to Note 2)
Patents
Amortization expenses
Goodwill
Franchise
Legal Cost
Other expenses
Franchise for 1% of 40,000
3,38,400
96,000
2,44,800
6,79,200
37,600
24,000
27,200
88,800
400
Valuation
9.46
Working Notes:
`
(1)
(2)
(3)
(4)
Cash Paid
Less: Fair value of net assets
Goodwill
Less: Amortisation (over 10 years as per SLM)
Balance to be shown in the balance sheet
Franchise
Less: Amortisation (over five years)
Balance to be shown in the balance sheet
7,20,000
(3,44,000)
3,76,000
(37,600)
3,38,400
1,20,000
(24,000)
96,000
2,72,000
(27,200)
2,44,800
As per para 63 of AS 26, Intangible Assets, there is a rebuttable presumption that useful
life of a intangible asset will not exceed ten years. If life is taken for more than 10 years,
then company will have to disclose the significant reasons for the assumption. Here, Smart
Ltd. has simply stated that life is unlimited by saying that Ok Ltd.s products are popular.
However, this cannot be constituted as significant reason. Therefore, this assumption has
not been taken into consideration.
9.47
Financial Reporting
4.4 Leases
In case of a finance lease, the lessee should recognize a liability equal to the fair value of the
leased asset at the inception of the lease.
If the fair value of the leased asset exceeds the present value of the minimum lease payments from
the standpoint of the lessee, the amount recorded as an asset and a liability should be the present
value of the minimum lease payments from the standpoint of the lessee. In calculating the present
value of the minimum lease payments the discount rate is the interest rate implicit in the lease, if this
Valuation
9.48
is practicable to determine; if not, the lessees incremental borrowing rate should be used. (AS 19
Para 11)
4.5 Provisions
In regard provision, the valuation is based on settlement value and not on present value. AS
29 states in para 35 that the amount recognised as a provision should be the best estimate of
the expenditure required to settle the present obligation at the balance sheet date. The
amount of a provision should not be discounted to its present value.
9.49
Financial Reporting
(ii)
Purchase of a block of shares which may or may not give the holder thereof a controlling
interest in the company.
(iii) Purchase of shares by employees of the company where the retention of such shares is
limited to the period of their employment.
(iv) Formulation of schemes of amalgamation, absorption, etc.
(v) Acquisition of interest of dissenting shareholders under a scheme of reconstruction.
(vi) Compensating shareholders, on the acquisition of their shares, by the Government under
a scheme of nationalization.
(vii) Conversion of shares, say, preference into equity shares.
(viii) Advancing a loan on the security of shares.
(ix) Resolving a deadlock in the management of a private limited company on the basis of the
controlling block of shares given to either of the parties.
Valuation
(ii)
9.50
(vi) Statutes so require (like Wealth Tax Act, Income Tax Act and FEMA
Regulations).
(i)
For a company destined to be liquidated, assets will constitute the basis for valuing the
shares of the company.
(ii)
Where assets play a relatively unimportant role, for example in the case of professional
practice of architects and engineering consultants, valuation may depend wholly on the
earning capacity.
9.51
Financial Reporting
(iii) Earning power and assets both may be considered in valuation of the shares of a going
concern, earning power playing a major role while assets are considered only to indicate
safety margin i.e. asset backing.
5.5 Methods
Principally two basic methods are used for share valuation; one on the basis of net assets and
the other on the basis of earning capacity or yield (which, nevertheless, must take into
consideration net assets used).
5.5.1 Net Asset Basis: According to this method, value of equity share is determined as
follows:
Net assets available to equity shareholders
Number of equity shares
The following important aspects are to be considered while arriving at the net assets available
to the equity shareholders:
(i)
Value of tangible fixed assets: Tangible fixed assets like plant, machinery, building, land,
furniture, etc. should be taken at their current cost. Current cost implies current entry
price, i.e., the price to be paid by the enterprise if it wants to acquire such assets at their
present locations and conditions.
(ii)
Value of intangibles: Intangibles like goodwill, patents and know-how should also be
taken at their current cost. Inherent goodwill is not shown in the books of accounts. For
asset based valuation of share, valuation of goodwill is essential and valuation should be
made following any of the methods (depending upon the circumstances) discussed in
Unit 3. If purchased goodwill appears in the books of account it should be eliminated and
new valuation should be taken into consideration.
(iii) Investments: Shares and securities which are quoted in the stock exchange and traded
on a regular basis, market price of them should be used as current value of investments.
For other investments book value may be taken after adjustments for known loss or gain.
(iv) Inventories: The Inventory of finished goods may be taken at the market price. But other
Inventorys like raw material, stores and work-in-progress should be taken at cost
following conservative approach. Due allowance should be made for any obsolete,
unusable or unmarketable Inventorys held by the company.
(v)
Trade receivables: Appropriate allowance should be made for bad and doubtful debts.
(vi) Development expenses: These arise (i) in the case of a new company, when it is in the
process of executing its project and (ii) in the case of an old company, when either there
is an expansion of the existing production lines or diversifications with a view to entering
new lines.
Valuation
9.52
Rather a conservative approach may be followed to assess the current entry value of
such Capital Work-in-Progress.
(vii) Miscellaneous expenditure and losses: All fictitious assets appearing under this head
should not be taken into consideration.
(viii) Unrecorded assets and liabilities: If there is any unrecorded asset which can be realised,
it should be considered. In the same way, all unrecorded liabilities should also be
provided for.
From the value of assets arrived at as per the criteria discussed above the liabilities are
deducted to arrive at net assets. These liabilities are:
All short term and long term liabilities including outstanding and accrued interest;
Tax provisions;
All prior period adjustments which would reduce profit of the earlier years net of items
which would increase profit;
Preference share capital including arrear of dividends and proposed preference dividend.
If the objective is to determine ex-dividend value of equity shares, proposed equity dividend is
also to be deducted.
However, if some shares are partly paid up, a notional call equivalent to the calls unpaid
added with the net assets. And value of shares is determined taking partly paid up shares as
notionally fully paid up. Thereafter value of partly paid up shares is arrived at after deducting
unpaid call or uncalled amount from value of fully paid up shares.
Net Asset Method can be fairly used to value shares when the firm is liquidated. This method
takes into account the real worth of the business and is also related to the market value of
assets. But it is difficult to estimate the realisable value of shares in case of going concern.
This method does not give any weight to earning capacity of the company. This method is
suitably applicable when two or more companies are going to be amalgamated or merged and
also when controlling shares are being acquired.
5.5.2 Yield Basis: Yield based valuation may take the form of valuation based on rate of
return. The rate of return may imply rate of earning or rate of dividend. If a block of shares is
sufficiently large, so as to warrant virtual control over the company the rate of earning should
be the basis; for small blocks the rate of dividend basis will be appropriate. It is necessary to
determine (i) the (after tax) maintainable profit or dividend for the company in the foreseeable
future, and (ii) the normal rate of yield or earning of dividend, as the case may be, for the
company. After the rate of yield or earning of dividend has been determined, the capitalisation
factor, or the multiplier, should be determined for applying the same to the adjusted
maintainable profit of business to arrive at the total value. If the yield expected in the market is
8% the capitalisation factor would be 100/8 or 12.5. On this basis the value of an undertaking
earning ` 4,00,000 p.a. would be ` 4,00,000 l2.5 or ` 50,00,000. Total value of the
undertaking divided by the number of equity shares gives the value for each equity share.
9.53
Financial Reporting
(i)
(ii)
5.5.3 Determination of the normal rate of return and capitalisation factor: This
obviously has tremendous bearing on the ultimate result but, unfortunately, it is subjective and
therefore, valuers differ more widely in this area than in any other in the whole valuation
process.
As a general rule, the nature of investment would decide the rate of return. Companies,
investment in which is more risky, would call for a higher rate of return and consequently they
will have lower capitalisation factor and lower valuation than companies with assured profits.
For investment in government securities, the risk is least and consequently, the investor would
be content with a very low rate of return.
In a logical order, we find that mortgage debentures, being riskier than government paper,
require slightly higher rate of return. Preference shares are less risky than equity shares but
more risky than mortgage debentures; preference shares rank in between debentures and
equity shares in the matter of rate of return. Equity shares are exposed to the highest risk and,
consequently, the normal rate of return is highest in the case of equity shares, though, in the
case of equity shares of progressive and efficiently managed companies, such a risk is rather
low. In fact, shares of such companies provide a safeguard against inflation - equity share
prices are likely to rise sufficiently high to counteract the effect of a rise in prices.
The above also applies to companies and industriesthe normal rate of return will always
depend on the attendant risk. In this respect, net tangible asset backing is also relevant. The
higher the net tangible asset backing for each share, the greater would be the confidence of
the investor. Normally 1.5 to 2 times backing is considered satisfactory. This ratio should be
reviewed carefully to ascertain whether shares are adequately covered or too much covered
which may indicate over-capitalisation in the form of idle funds or inadequate use of productive
resources. Symptoms suggesting idle assets would be holding of large cash and bank
balances, high current ratio, unutilised land and machinery, etc. The normal rate of return
should be increased suitably in either case.
Valuation
9.54
it is necessary to decide upon the number of years whose results should be taken for
averaging. Whether a 3-yearly, 5- yearly or longer average would reflect the correct future
earnings of a company depend upon the nature of concerned industry. Select the years and
adjust their profits to make them acceptable for averaging.
The following are some items which generally require adjustment in arriving at the average of
the past earnings:
(i)
(ii)
(iii) Elimination of any capital profit or loss or receipt or expense included in the profit and
loss account.
(iv) Adjustment for any interest, remuneration, commission, etc., foregone or overcharged by
directors and any other managerial personnel.
(v) Adjustment for any matters suggested by notes, appended to the accounts, or by
qualification in the auditors report such as provisions for taxation and gratuities, bad
debts, under or over provision for depreciation, inconsistency in the valuation of
Inventorys, etc.
(vi) Taxation: The tax rates may be such as were ruling for the respective years or the latest
ruling rate may be deducted from the average profit. However, the consensus of opinion
is for adjusting tax payable rather than tax paid because so many short-term reliefs and
tax holidays might have temporarily reduced the effective tax burden.
(vii) Depreciation: The valuer may adopt book depreciation provided he is satisfied that the
rate was realistic and the method was suitable for the nature of the company and they
were consistently applied from year to year. But imbalances do arise in cases where
consistently written down value method was in use and heavy expenditure in the recent
past has been made in rehabilitating or expanding fixed assets, since the depreciation
charges would be unfairly heavy and would prejudice the seller. Under such
circumstances, it would be desirable to readjust depreciation on a straight line basis to
bring a more equitable charge on the profits meant for averaging.
Averaging the past earnings
In averaging past earnings, another important factor comes up for consideration and that is
the trend of profits earned. It is indeed imperative that estimation of maintainable profits be
based on the only available record, i.e., the record of past earnings. But indiscreet use of past
results may lead to an entirely fallacious and unrealistic result. In this regard, three situations
may have to be faced.
1. Where the past profits of a company are widely fluctuating from year to year, the average
fails to aid future projection. In such cases, a study of the whole history of the company and
of earnings of a fairly long period may be necessary.
9.55
Financial Reporting
2. If the profits of a company do not show a regular trend upward or downward, the average
of the cycle can usefully be employed for projection of future earnings.
3. In some companies, profits may record a distinct rising or falling trend, from year to year;
in these circumstances, a simple average fails to consider the significant factor, namely trend
in earning. The share of a company which records a clear upward trend of past profits would
certainly be more valuable than that of a company whose trend of past earnings indicate a
static or down-trend. In such cases, a weighted average, giving more weight to the recent
years than to the past, is appropriate. A simple way of weighting is to multiply the profits by
the respective number of the years arranged chronologically so that the largest weight is
associated with the most recent past year and the least for the remotest (If net worth is under
consideration, the respective years average net worth may be weighted in a similar way).
However, if the profits have been consistently coming down, even weighted average may be
misleading-fitting a trend line may be more appropriate.
Projection of future maintainable taxed profits: Projection is more a matter of intelligent
guess work since it is essentially an estimation of what will happen in the risky and uncertain
future. The average profit earned by a company in the past could be normally taken as the
average profit that would be maintainable by it in the future, if the future is considered
basically as a continuation of the past. If future performance of the company is viewed as
departing significantly from the past, then appropriate adjustment will be called for before
accepting the past average profit as the future maintainable profit of the company. The factors
requiring consideration may be as stated below:
(i)
(ii)
` 1,00,000
` 2,00,000
` 2,00,000
6% Debentures
`1,00,000
Valuation
9.56
Current Liabilities
` 1,00,000
` 4,00,000
Current Assets
` 3,00,000
For the purpose of valuation of shares, fixed assets and current assets are to be depreciated by 10% ;
Interest on debentures is due for six months; preference dividend is also due for the year. Neither of these
has been provided for in the balance sheet.
Calculate the value of each equity share under Net Asset Method.
Solution:
Note: Since there is only one class of equity shares and all the shares are fully paid up, the value of each
equity share will be ascertained as under:
Value of one equity share = Net Assets available for equity shareholders Number of equity shares
Net Assets Available to Equity Shareholders:
Assets
Fixed Assets (4,00,000 10% on ` 4,00,000)
Current Assets (3,00,000 10% on ` 3,00,000)
Value of Assets
Less Liabilities:
Current Liabilities
6% Debentures
Add: Interest Outstanding (` 1,00,000 6/100 6/12)
5% Preference Share Capital
Add: Arrear Dividend (` 1,00,000 5%)
3,60,000
2,70,000
6,30,000
1,00,000
1,00,000
3,000
1,00,000
5,000
1,03,000
1,05,000
3,08,000
3,22,000
2,000
EXAMPLE 2
Sailee Ltd has a paid up capital of ` 3,00,000 divided into 20,000 Equity shares of ` 10 each and 5%,
1,000 Preference Shares of ` 100 each. The company has ` 1,00,000 debentures; the interest payable
is 10% p.a. During the year 2012-13 the company earned a profit of ` 1,60,000 before charging
interest. The company declared dividend at the rate of ` 2 per share for the last year. The normal rate
of return is 20%. Assume tax rate of 30%.
Calculate value per share under Earning Yield method and Dividend Yield Method.
9.57
Financial Reporting
Solution
`
1,60,000
10,000
1,50,000
45,000
1,05,000
5,000
1,00,000
5.5.3 Factors having a bearing on valuation: In addition to what has already been
stated, consideration of the following factors is also necessary in a valuation:
(a) Nature of industry, its history and risks to which it is subject;
(b) Prospects of the industry in the future;
(c) The companys history, its past performance and its record of past dividends;
(d) The basis of valuation of assets of the company and their value;
(e) The ratio of liabilities to capital;
(f)
Incidence of taxation;
(j)
(k) Yield on shares of companies engaged in the same industry, which are listed on the
stock exchanges;
(l)
Valuation
9.58
(m) Size of the block of shares offered for sale since, for large blocks, very few buyers would
be available and that has a depressing effect on the valuation. Question of control,
however, may become important when large blocks are involved.
Special Factors: Valuation of equity shares must take note of special features in the company
or in the particular task. These are briefly stated below:
(a) Importance of the size of the block of shares: Valuation of the identical shares of a
company may vary quite significantly at the same point of time on a consideration of the
size of the block of shares under negotiation. It is common knowledge that the holder of
75% of the voting power in a company can always alter the provisions of the articles of
association to suit himself; a holder of voting power exceeding 50% and less than 75%
can substantially influence the operations of the company even to alter the articles of
association or comfortably pass a special resolution.
Even persons holding much less than 50% of the total voting strength in a public limited
company may control the affairs of the company, if the shares carrying the rest of the
voting power are widely scattered; such shareholders rarely combine to defeat a
determined block. Usually a person holding 50% of the total voting power is in a position
to have his way in the company, even to change the provision of the articles of
association or pass any special resolution. A controlling interest, according to most
authorities, carries a separate substantial value.
(b) Restricted transferability: Along with principal consideration of yield and safety of capital,
another important factor is easy exchangeability or liquidity. Shares of reputed
companies generally enjoy the advantage of easy marketability which is of great
significance to the holder. At the time of need, he may get cash in exchange of shares
without being required to hunt out a willing buyer or without being required to go through
a process of protracted negotiation and valuation. Generally, quoted shares of good
companies are preferred for the purpose. On the other hand, holders of shares of
unquoted public companies or of private companies do not enjoy this advantage;
therefore, such shares, however good, are discounted for lack of liquidity at rates which
may be determined on the basis of circumstances of each case. The discount may be
either in the form of a reduction in the value otherwise determined or an increase in the
normal rate of return. Generally, the articles of private companies contain provision for
offering shares to one who is already a member of the company and this necessarily
restricts the ready market for the shares. These are discounted for limited transferability.
But exceptions are also there; by acquisition of a small block, if one can extend his
holding in the company to such an extent as to effectively control the company, the share
values may not be discounted in that case.
(c) Dividends and Valuation: Generally, companies paying dividends at steady rates enjoy
greater popularity and the prices of their shares are high while shares of companies with
unstable dividends do not enjoy confidence of the investing public as to returns they
expect to get and, consequently, they suffer in valuation. For companies paying
dividends at unsteady rates, the question of risk also becomes great and it depresses the
price. The question of risk may be looked upon from another angle. A company which
9.59
Financial Reporting
pays only a small proportion of its profits as dividend and thus builds up reserves is less
risky than the one which has a high pay-out ratio. The dividend rate is also likely to
fluctuate in the latter case. Investors, however, do not like a company whose pay-out
ratio is too small.
Shares are generally quoted high immediately before the declaration of dividend if the
dividend prospect is good; or immediately after the declaration of dividend to take care of
the dividend money that the prospective holder would get.
(d) Bonus and Right Issue: Shares values have been noticed to go up when bonus or right
issues are announced, since they indicate an immediate prospect of gain to the holder
although in the ultimate analysis, it is doubtful whether really these can alter the
valuation. Bonus issues are made out of the accumulated reserves in the employment of
the business. Such shares in no way contribute to the increased earning capacity of the
business and ultimately depress the dividend rate since the same quantum of profit
would be distributed over a large number of shares which in turn also would depress the
market value of the shares. A progressive company may sometimes pick up the old rate
of dividend after a short while but this is in no way a result of the bonus issue; it is the
contribution of natural growth potential of the company. Good companies, however, try to
maintain the rate of dividend even after the bonus issue. In such a case, the total
holdings of shareholders will increase in value.
In the case of right issues, existing holders are offered shares forming part of a new issue;
more funds flow into the company for improving the earning capacity. Share value will
naturally depend on the effectiveness with which new funds will be used.
5.5.4 Mean between asset and yield based valuation: This is, in fact, no valuation, but
a compromise formula for bringing the parties to an agreement. This presents averaging two
results obtained on quite different basis. It is argued that average of book value and yield
based value incorporates the advantages of both the methods. That is why such average is
called the fair value of share.
Valuation
9.60
Illustration 1
Summarised Balance Sheet of John Engg. Ltd. as on 31.12.2012 is given below:
Summarised Balance Sheet
(Figures in 000)
Liabilities
15,00
12,00
6,00
14,00
8,00
55,00
Assets
Fixed Assets
Investments
Inventory
Trade receivables
Cash & Bank
P & L A/c
22,00
4,00
8,00
4,00
4,00
13,00
55,00
Other Information:
(1)
Current Cost of Fixed Assets ` 37,00 thousand and Inventory ` 10,00 thousand,
(2)
(3)
(4)
Find out the intrinsic value per share of John Engg. Ltd.
Solution
(i)
fixed assets
37,00
Investments
1,00
Inventory
10,00
Trade receivables
2,00
4,00
54,00
Trade payables
8,00
14,00
6,00
2,70
Net Assets
(30,70)
23,30
9.61
(ii)
Financial Reporting
Valuation of Equity Shares
23,30
8,00
31,30
Illustration 2
Balance Sheet of Mcneil Ltd.
as on 31.12.12
(Figure in 000 `)
Liabilities
Assets
Share Capital
fixed assets
Investments in subsidiaries
60,40
50,00
Inventory
80,60
Trade receivables
80,40
Advances
50,60
16,60
50,00
64,00
50,00
280,20
20,00
102,00
P & L A/c
83,60
13% Debentures
60,00
40,00
Trade payables
20,00
Tax Provision
80,00
Proposed dividend
49,20
_____
618,80
618,80
Other Information:
(1)
Profit before tax (and before deducting interest on convertible debentures) of Mcneil Ltd. for the
last five years were as follows (000 `): 2008 132,00, 2009 244,00, 2010 274,00, 2011
315,00, 2012 332,00.
Valuation
9.62
(2)
(3)
(4)
(5)
(6)
(7)
Required:
(1)
Find out intrinsic value for different categories of equity shares. For this purpose goodwill may be
taken as 3 years purchase of super profit.
(2)
Value of share as per dividend yield. Normal dividend in the industry is 18%.
(3)
Solution
Calculation of intrinsic value of equity shares of Mcneil Ltd.
I.
Calculation of Goodwill:
` in 000
(i) Capital Employed:
Total of asset side of the Balance-Sheet
` in 000
6,18,80
50,00
20,00
40,00
80,00
30,00
(50,00)
5,68,80
(1,70,00)
3,98,80
2008
2009
2010
2011
2012
Weight
1
2
3
4
5
15
Product
(in 000 ` )
1,32,00
4,88,00
8,22,00
12,60,00
16,60,00
43,62,00
9.63
Financial Reporting
` in 000
Weighted average profit before tax = 43,62,00 /15
Less : Income from non-trade investments
Expected increase in expenditure
Annual R & D expenses
Expected increase in Foreign currency liability
Less : Tax @ 45%
Expected Profit After Tax
` in 000
2,90,80
10,00
60
1,00
1,20
(12,80)
2,78,00
1,25,10
1,52,90
2,79,24
fixed assets
2,80,20
Investment in subsidiaries
60,40
Non-trade investment
50,00
Inventory
80,60
Trade receivables
80,40
Advances
50,60
16,60
8,98,04
(1,70,00)
7,28,04
III.
5,00
Valuation
9.64
8,00
5,00
2,00
3,00
23,00
IV.
Net assets as per (II) above + Notional call on 8,00,000 equity shares @ `2 each i.e.
` 16,00 thousand = 744,04 thousand
Value per equivalent share of ` 10 = ` 7,44,04 thousand / 23,00 thousand = ` 32.35
Value per share of ` 10 ` 8 paid up = ` 32.35 ` 2 = ` 30.35
Value per share of ` 5 fully paid up = ` 32.35 1/2 = ` 16.18
V.
49,20 thousand
` 1,64,00 thousand
30%
30%
X ` 10 = ` 16.67
18%
Value per share of ` 5
30%
X ` 5 = ` 8.33
18%
Value per share of ` 10, ` 8 paid up
30%
X ` 8 = ` 13.33
18%
Note: It has been assumed that the company will be able to maintain 30% dividend in future
despite an increase in the number of equity shares arising out of share suspense account and
conversion of debentures.
VI.
3,32,00,000
3,90,000
3,28,10,000
1,70,61,200
9.65
Financial Reporting
Profit after tax
Equity Share Capital
(in thousand 50,00 + 64,00 + 50,00)
Earning per rupee of share capital
1,57,48,800
1,64,00,000
=`
1,57,48,800
1,64,00,000
= ` 0.96
(i)
(ii)
= ` 7.68
= ` 4.80
Value of shares:
9.6
X ` 10 = ` 32
3
7.68
X ` 10 = ` 25.6
3
4.8
X ` 10 = ` 16
3
Illustration 3
From the following figures calculate the value of the share of ` 100 on (i) yield on capital employed
basis, and (ii) dividend basis, the market expectation being 12%.
Year
Capital employed (` )
Profit (` )
Dividend %
2009
5,50,000
88,000
12
2010
8,00,000
1,60,000
15
2011
10,00,000
2,20,000
18
2012
15,00,000
3,75,000
20
Solution
The dividend rate on the simple average is 65/4 or 16%. But since the dividend has been rising it
would be better to take the weighted average which comes to 17.6%:
Valuation
Year
Rate
Weight
2009
12
12
2010
15
30
2011
18
54
2012
20
80
10
176
9.66
Product
The value of the share on the basis of dividend (weighted average) should be 17.6/12 ` 100 or
` 146.67
The yield on capital employed for each year and its weighted average is as follows:
Year
Weight
Product
2009
16
16
2010
20
40
2011
22
66
2012
25
100
10
222
Weighted average is 22.2%: on this basis the value should be 22.2/12 ` 100 = ` 185.
Risk free rate plus small risk premium (i.e. market expectation rate).
(ii)
9.67
Financial Reporting
10
5
8
4
Lot Ltd. earns a profits of ` 5 lakhs annually on an average before deduction of interest on debentures
and income tax which works out to 40%.
Normal return on equity shares of companies similarly placed is 12% provided:
(a)
Profit after tax covers fixed interest and fixed dividends at least 3 times.
(b)
(c)
Solution
(i)
`
5,00,000
(1,20,000)
3,80,000
(ii)
(1,52,000)
2,28,000
1,20,000
3,48,000
1,20,000
Preference dividend
50,000
1,70,000
3,48,000
1,70,000
= 2.05 times
Interest and fixed dividend coverage 2.05 times is less than the prescribed three times.
Valuation
9.68
13,00,000
14,00,000
= 0.93 (approximately)
53,900
10,00,000
2,28,000
50,000
1,00,000
(1,50,000)
78,000
50,000
3,900
53,900
100 = 5.39%
Normal return
Add: For low coverage of fixed interest and fixed dividends (2.05 < 3)
Add: For high capital gearing ratio (0.93 > 0.75)
12.00
0.50*
0.50**
13.00
5.39
13.00
` 100*** = ` 41.46
Notes: * When interest and fixed dividend coverage is low, riskiness of equity investors is high. So
they should claim additional risk premium over and above the normal rate of return. Here, the
additional risk premium is assumed to be 0.50%. Students may make any other reasonable
assumption.
** Similarly, higher the ratio of fixed interest and dividend bearing capital to equity share capital plus
reserves, higher is the risk and so higher should be risk premium. Here also the additional risk premium has
been taken as 0.50%. The students may make any other reasonable assumption.
***Paid up value of a share has been taken as ` 100.
9.69
Financial Reporting
Illustration 5
The Capital Structure of M/s XYZ Ltd., on 31st March, 2013 was as follows:
`
Equity Capital 18,000 Shares of ` 100 each
12% Preference Capital
5,000 Shares of ` 100 each
12% Secured Debentures
Reserves
Profit earned before Interest and Taxes during the year
Tax Rate
Generally the return on equity shares of this type of Industry is 15%.
18,00,000
5,00,000
5,00,000
5,00,000
7,20,000
40%
Subject to:
(a)
(b)
(c)
The profit after tax covers Fixed Interest and Fixed Dividends at least 4 times.
The Debt Equity ratio is at least 2;
Yield on shares is calculated at 60% of distributed profits and 10% of undistributed profits;
Solution
Calculation of profit after tax (PAT)
7,20,000
(60,000)
6,60,000
(2,64,000)
3,96,000
12
100
60,000
15
100
2,70,000
66,000
` 3,96,000 + ` 60,000
` 60,000 + ` 60,000
(3,30,000)
` 4,56,000
` 1,20,000
= 3.8 times
Valuation
9.70
=
=
` 5,00,000
` 5,00,000 + `18,00,000 + ` 5,00,000
` 5,00,000
` 28,00,000
= 0.179
Yield on equity shares is calculated at 60% of distributed profits and 10% of undistributed profits:
60% of distributed profits (60% of ` 2,70,000)
10% of undistributed profits (10% of ` 66,000)
1,62,000
6,600
1,68,600
` 1,68,600
Yield on shares
100 =
100 = 9.37%
` 18,00,000
Equity share capital
15%
1%*
Nil**
16%
Actual yield
Expected yield
9.37
16
100 = ` 58.56
When interest and fixed dividend coverage is lower than the prescribed norm, the riskiness of
equity investors is high. They should claim additional risk premium over and above the normal
rate of return. Hence, the additional risk premium of 1% has been added.
**
The debt equity ratio is lower than the prescribed ratio that means outside funds (Debts) are
lower as compared to shareholders funds. Therefore, the risk is less for equity shareholders.
Therefore, no risk premium.
9.71
Financial Reporting
Illustration 6
Prosperous Ltd. belongs to an industry in which equity shares are sold at par on the basis of 18% yield
provided, the net assets of the company are 250% of the paid up capital and the total distribution of
profits does not exceed 50% of the profits. The dividend rate fluctuates from year to year in the
industry. The balance sheet of Prosperous Ltd. stood as follows on 31st March, 2013:
Liabilities
6,000, 14% Preference shares of
` 100 each, fully paid up
10,000 Equity shares
` 100 each, ` 80 paid up
of
`
6,00,000
Assets
Goodwill
`
1,00,000
8,00,000
General reserve
3,80,000
Government securities
12% Debentures
4,00,000
Current assets
8,00,000
29,80,000
16,00,000
1,50,000
11,30,000
29,80,000
The company has been earning on an average ` 8,00,000 as profit after interest but before taxation
which is 50%. The rate of dividend on equity shares has been maintained at 25% in the past years and
is expected to be maintained.
Determine the probable market value of the equity shares of the company based on actual dividend.
The tangible assets may be taken to be worth `17,20,000 and goodwill was found to be of no worth.
Solution
Computation of probable market price based on actual dividend
` 25
17.98%
`139.04
`111.23
Working Notes:
1.
17,20,000
Government securities
1,50,000
Current assets
11,30,000
Total assets
30,00,000
Less: Liabilities
12% Debentures
(4,00,000)
Valuation
Current liabilities and provisions
9.72
(8,00,000)
Net assets
18,00,000
(6,00,000)
12,00,000
12,00,000
2.
Payout ratio
Particulars
8,00,000
(4,00,000)
4,00,000
84,000
2,00,000
2,84,000
2,84,000
Pay-out ratio
100
4,00,000
3.
71%
Pay-out ratio
Representative Company
250%
50%
150%
71%
Variation
100%
(21%)
100
(21)
50 100 = (42%)
May increase
May decrease
0.40
(0.42)
Degree of variation
9.73
Financial Reporting
(ii)
Sale of Business : For selling the whole business or any division of it, both the seller and
buyer want to know the value of business to fix up the bargaining limit.
(iii) Liquidation: In case of liquidation, the shareholders want to know the value of business
from the liquidator to understand how much they would get by liquidation.
Historical cost valuation: It is also called book value method. All assets are taken at
their respective historical cost. Value of goodwill is ascertained and added to such
Valuation
9.74
Current cost valuation: Current cost of assets are taken for this purpose instead of
historical cost. Current cost of various assets can be ascertained as follows:
Tangible fixed Assets: Price to be paid to replace such assets at their present
condition. If replacement price of the same type of tangible assets is not available,
then replacement price of the next best substitute may be taken.
Economic valuation: Under this method value of the business is given by the sum of
discounted value of future earnings or cash flows.
(i)
Value of Business =
In case of listed company inverse of the price-earning ratio may be used for
determining capitalisation rate. For example, if P/E ratio is 12, Capitalisation rate
becomes 8.33%, i.e. 100/12
(ii)
Vo =
Et
(1 + k )
t =1
E1
E2
En
+
+ .......
+ .......
1
2
(1+ k) (1+ k)
(1+ k) n
(iii) Present value of future cash flows: Frequently in valuation model cash flows from
operations are used instead of earnings. Under this approach value of business is
given by
Cn
C1
C2
+
+ .....
+ .....
1
2
(1 + k ) (1 + k )
(1 + k ) n
9.75
Financial Reporting
******
******
******
******
******
******
******
******
When the calculation starts from the asset side the balance sheet values are considered:
******
******
******
******
******
******
******
******
******
******
Liquidation basis
NRV
******
Valuation
Intangible assets
Trade investments
Non-trade investment
Cost
Cost
Market value if quoted,
otherwise book value
Finished goods
Market value
WIP
Cost
Raw Materials
Cost
Trade receivables
NRV
Other assets
Cost/book value
Fictitious assets
NIL
Less: Secured and Actual amount payable
unsecured loans
Other liabilities
Actual amount payable
(Including
current
liabilities)
Contingent
Actual amount payable
liabilities
Net Asset Value of
the business (A)
Preference share Book value
capital (B)
Net Asset Value of
equity (A - B)
NRV
NRV
NRV
NRV
NRV
NRV
NRV
NRV
NIL
Actual amount ******
payable
Actual amount ******
payable
Actual amount ******
payable
9.76
******
******
******
******
******
Book value
******
******
Here cost means historical cost based value and book value means balance sheet value. NRV
means Net Realisable Value which is market value less further costs to be incurred including
cost of disposal.
9.77
Financial Reporting
flows are assumed to generate for infinite time in future and the value of the firm is calculated
by finding the present value of future cash flows. The discounting rate applied to find the
present value is the weighted average cost of capital to the firm (cost of equity in certain
cases).
Investments in Property
(b)
(c)
(d)
(e)
(f)
(g)
(h)
Under each category, valuation may be at cost or market value. To arrive at the cost, the
price paid to acquire the assets, brokerage and commission paid and other related expenses
are taken into consideration. Sometimes, bonus and right are received with respect to a
share or unit. Cost of such shares and units are determined with reference to the investment
in such shares or units as a whole and not in isolation. For quoted investments, stock
exchange quotation provides market value information.
Disclosure requirement of (Revised) Schedule VI*:
Under item (2) above, investments in shares, debentures or bonds of subsidiary companies
should be separately stated.
In respect of all investments in shares, shares, fully paid up and partly paid up and different
classes of shares should be distinguished and disclosed separately.
The nature of investments should be disclosed and where the investments are earmarked, the
fund which such investments represent should be stated.
In each case, the mode of valuation, e.g., cost or market value should be stated.
The aggregate amount of a companys quoted investments together with the market value
thereof and the aggregate amount of a companys unquoted investments should be shown
separately.
The interest accrued on investments should be shown under the heading current assets and
not under this head.
Valuation
9.78
Section 372(10) provides that every investing company shall annex to each balance sheet
prepared by it a statement showing the bodies corporate (indicating separately the bodies
corporate in the same group) in the shares of which investments have been made by it
(including all investments, whether existing or not, made subsequent to the date as at which
the previous balance sheet was made out) and the nature and extent of the investments so
made in each body corporate. However, in case of an investment company, it is sufficient if
the statement shows only the investments existing as on the date of the balance sheet.
It may be noted that Note (I) makes a provision for disclosure similar to the one required under
section 372(10) but the said section does not apply to certain companies. However, Note(I)
does not contain similar exceptions. Hence, it appears that Note (I) will apply to all companies
except those mentioned in the Note (I) itself.
Note (I) requires that statement of investments (whether shown under investment or under
current assets as Inventory-in-trade) separately classifying trade investments and other
investments should be annexed to the balance-sheet.
A trade investment means an investment by a company in the shares or debentures of
another company, not being its subsidiary, for the purpose of promoting the trade or business
of the first company.
The said statement should show the names of the bodies corporate, indicating separately the
names of the bodies corporate under the same management in whose shares or debentures,
investments have been made. The nature and extent of the investments so made in each body
corporate should be given.
Such statement should include all investments whether existing or not, made subsequent to
the date as at which the previous balance sheet was made out. In case of an investment
company, that is to say, a company whose principal business is the acquisition of shares,
Inventory, debentures or other securities, it will be sufficient if the statement shows only the
investments existing on the date as at which the balance sheet has been made out.
In regard to the investments in the capital of partnership firms, the names of firms, with the
names of all their partners, total capital and shares of each partner should be given in the
statement annexed to the balance sheet.
Where the companys debentures are held by a nominee or trustee for the company, the
nominal amount of the debentures and the amount at which they are stated in the books of the
company shall be stated. This disclosure will enable a shareholder to ascertain how much
profit the company will make if the debentures purchased by the company were to be
cancelled.
All UN-utilized monies out of the issue must be separately disclosed in the Balance Sheet of
the Company indicating the form in which such unutilized funds have been invested.
It is necessary to disclose aggregate amount of companys quoted investment and value
thereof and also the unquoted investments. Also the basis of valuation of individual
investments and aggregate provision made for diminution in value of investments shall also be
disclosed.
9.79
Financial Reporting
(ii) names of the bodies corporate (including separately the names of bodies corporate
under the same management) in whose shares and debentures investments have been
made.
All investments are to be included in the statement, which have been acquired after the previous
balance sheet date whether these are existing or not at the date of current balance sheet.
However, for an investment company it is sufficient to give details of the existing shares or
debentures at the balance sheet date. In case of investment in the partnership firm it is necessary
to give names of all the partners, their share in the partnership and total capital of the partnership.
AS 13 on Accounting for Investment contains explanation relating to classification of investments,
determination of cost of investments, carrying amount of investments, disposal of investments and
disclosure requirements.
In historical cost accounting system cost means acquisition cost. Although the value of
inventories is more than acquisition cost, by following conservative path, no profit is taken until
it is realised.
Valuation
9.80
(a) First in first out (FIFO), (b) Average cost, (c) Last in first out (LIFO), (d) Base Inventory,
(e) Specific identification, (f) Standard cost, (g) Adjusted selling price and (h) Latest
purchase price.
(b) Of these FIFO, LIFO, Base Inventory and specific identification formulae are based on
costs which have been incurred by the enterprise at one time or another.
(c) However, as per AS 2 (Revised) the cost of inventories should be assigned by using only
first-in-first-out or weighted average cost formula where the specific identification of cost
of inventories is not possible.
Valuation of inventories at net realisable value: If the cost of inventories is higher than net
realisable value, the inventories should be valued at lower than cost. Such circumstances may
occur due to decline in selling price or obsolescence of the inventory items. Moreover, in some
cases inventory piling up may be of high is not possible to be sold within the normal turnover
period. That apart there may be risk of physical deterioration of inventory items.
Sometimes by-product cost cannot be determined separately. In such circumstances byproducts are valued at their net realisable value.
Inclusion of overheads in Inventory Cost: Production overheads are part of the inventory cost.
Since as per AS 2 (Revised) absorption costing method is followed, fixed as well as variable
production overheads become part of inventory cost. Fixed production overheads are
absorbed on the basis of normal capacity of the production facilities.
General administration overheads, selling and distribution overheads, and interest are not
usually treated as expenses related to putting the inventories to their present location and
condition. So these are excluded while computing inventory cost. The abnormal amounts of
wasted materials, labour, or other production costs and storage costs, unless these costs are
necessary in the production process prior to a further production stage, are also excluded.
But overheads other than production overheads should be included as part of the inventory
cost only to the extent they are clearly related to put the inventories to their present location
and condition.
Comparison of cost and net realisable value: Comparison of historical cost and net
realisable value should be made for each item or a group of items separately. Comparison of
aggregate values of dissimilar items may lead to setting off loss against unrealised profit.
Example
Given cost and net realisable value of five groups of inventory items:
Group
A
B
Cost (` )
15,000
27,000
Net realisable
Value (` )
5,000
52,000
Valuation
(` )
5,000
27,000
9.81
Financial Reporting
C
D
E
54,000
1,10,000
68,000
2,74,000
74,000
85,000
62,000
2,78,000
54,000
85,000
62,000
2,33,000
If aggregate values are taken, inventories should be valued at ` 2,74,000 instead of ` 2,33,000 which
would overvalue the inventories. Prudence suggests elimination of all sorts of overvaluation.
Illustration 1
MICO Ltd. gives the following cash flows estimate:
2005 ` 20,00 lakhs
2006 to 2008
2009 to 2012
Solution
Year
Cash Flows
` in lakhs
Discount
factor
2005
2006
2007
2008
2009
2010
2011
2012
20,00.00
21,30.00
22,68.45
24,15.90
26,45.41
28,96.72
31,71.91
34,73.24
0.8333
0.6944
0.5787
0.4823
0.4019
0.3349
0.2791
0.2326
Discounted
cash flows (` )
16,66.60
14,79.07
13,12.75
11,65.19
10,63.19
9,70.11
8,85.28
8,07.88
93,50.07
Value of Business ` 93,50.07 lakhs based on discounted value of eight years cash flows.
The deficiencies of economic valuation are
(i)
(ii)
subjectivity involved in choice of the future period for which cash flows to be estimated;
Valuation
9.82
The upper bound of the range of assets will be the sum of the current costs of the companys
assets so long as it is recognised that the assets include intangibles such as goodwill.
Thus under asset valuation approach, one can get lower bound of the business value using
net realisable value of the assets and the upper bound by the current costs of the assets
including goodwill.
Valuation of business for amalgamation with another: The valuation of business which is
to be amalgamated with another business is a more complex process because it cannot be
made in isolation. From the point of view of the potential purchaser, the maximum price that
he will be prepared to pay is the difference between the value of the combined business and
the value of his existing business.
If the amalgamation gives rise to positive synergy, the value of the amalgamated business will
be greater than the sum of the values of the individual business taken in isolation. The
purchaser will usually not only have to consider the tangible assets, which can be valued with
relative ease, but also the intangible assets which may be particularly influenced by the
synergical effect of the amalgamation.
In many amalgamations, all the assets of the acquired business are not retained in the new
business. So, the first step in valuing business for acquisition will be to determine the asset
structure of the business and to identify the assets which will not be required in the future.
Such assets must be valued at their net realisable value at the time at which they are
expected to be sold and these figures discounted to the present time to ascertain the present
value of the superfluous assets. In many cases, the sale of the superfluous assets will take
place immediately and therefore, no discounting becomes necessary and the value of these
may be considered to be a deduction from the purchase price of the business.
In practice, the valuation figure is the net realisable value of the surplus assets which are to be
sold plus the present value of the additional earnings which will accrue to the acquirer of the
business as a result of the acquisition. It is of course, apparent that a major problem arises in
determining the rate of interest at which the earnings of the business should be discounted as
well as the period for which such earning of estimation should be considered. Also it is
possible to take cash flows instead of earnings as discussed earlier.
Illustration 2
Shyam Garments Ltd. is a company which produces and sells to retailers a certain range of fashion
clothings. They have made the following estimates of potential cash flows for the next 10 years.
Year
Cash flows
(` in lacs)
10
15,00
17,00
20,00
25,00
30,00
34,00
38,00
45,00
50,00
60,00
Kiddies Wear Ltd. is a company which owns a series of boutiques in a certain locality. The boutiques
buy clothes from various suppliers and retail them. Each boutique has a manager and an assistant but
all purchasing and policy decisions are taken centrally. Independent cash flow estimates of Kiddies
Wear Ltd. was as follows:
9.83
Financial Reporting
Year
10
Cash flows
(` in lacs)
1,20
1,60
2,00
2,80
3,40
4,60
5,20
6,00
6,60
8,00
Shyam Garments Ltd. is interested in acquiring Kiddies Wear Ltd. in order to get some additional retail
outlets. They make the following cost-benefit calculations:
(i)
` in lacs
Fixed Assets
Investments
Inventory
(ii)
800
200
400
1400
Less: Trade payables
400
Net Assets
1000
Fixed Assets amounting to ` 50 lacs cannot be used and their net realisable value is ` 45 lacs.
Some workers of Kiddies Wear Ltd. are to be retrenched for which estimated compensation is `
1,30 lacs.
(vi)
(vii) Liabilities on account of retirement benefits not accounted for in the Balance Sheet by Kiddies
Wear Ltd. is ` 48 lacs.
(viii) Expected cash flows of the combined business will be as follows:
Year
10
Cash flow
(` in lacs)
18,00 19,00 23,00 29,50 35,00 40,00 45,00 53,00 58,00 69,00
Find out the maximum value of Kiddies Wear Ltd. which Shyam Garments Ltd. can quote. Also show
the difference in valuation had there been no merger. Use 20% as discount factor.
Solution
(1)
Year
1
(` in lacs)
Projected cash 18,00
flows of Shyam
Garments
after merger
with
Kiddies
Wear Limited
10
19,00
23,00
29,50
35,00
40,00
45,00
53,00
58,00
69,00
Valuation
9.84
Less: Projected
cash flows of
Shyam Garments Ltd.
without merger (15,00) (17,00) (20,00) (25,00) (30,00) (34,00) (38,00) (45,00) (50,00) (60,00)
3,00
2,00
3,00
4,50
5,00
6,00
7,00
8,00
8,00
9,00
(2)
Cash Flows
Discount Factor
(` in lacs)
120
0.8333
99.996
160
0.6944
111.104
200
0.5787
115.740
280
0.4823
135.044
340
0.4019
136.646
460
0.3349
154.054
520
0.2791
145.132
600
0.2326
139.560
660
0.1938
127.908
10
800
0.1615
129.200
1294.384
(3)
Cash Flows
From operations
(` in lacs)
Discount Factor
1
2
3
4
5
6
7
8
9
10
300
200
300
450
500
600
700
800
800
900
0.8333
0.6944
0.5787
0.4823
0.4019
0.3349
0.2791
0.2326
0.1938
0.1615
Discounted
Cash Flow
(` in lacs)
249.990
138.880
173.610
217.035
200.950
200.94
195.370
186.080
155.040
145.350
1863.245
9.85
(4)
Financial Reporting
Maximum value to be quoted
` in. lacs
Value as per discounted cash flows from operations
Add: Cash to be collected immediately by disposal of
assets:
Fixed Assets
Investments
Inventory
45.000
2,12.000
4,70.000
400.000
48.000
130.000
` in lacs
1863.245
7,27.000
25,90.245
(5,78.000)
20,12.245
So, Shyam Garments Ltd. can quote as high as ` 20,12,24,500 for taking over the business of Kiddies
Wear Ltd. Here value arrived at in isolation i.e. ` 12,94,38,400 is not providing reasonable value
estimate.