Module 6: What You Will Learn
Module 6: What You Will Learn
This module covers eight IFRS® Standards that concern the preparation of
consolidated financial statements and covers a few other issues relating to
investments within groups:
IFRS 10 looks at the preparation of consolidated financial statements
IAS 27 (revised 2011) considers accounting for investments in separate entity financial
statements
IFRS 3 looks at the treatment of goodwill in the context of business combinations
IFRS 11 defines joint arrangements (including joint ventures)
IAS 28 (revised 2011) deals with accounting for both associates and joint ventures
IFRS 12 covers disclosure of interests in other entities
IAS 21 and IAS 29 deal with items related to foreign currency and what to do when
subsidiaries operate in hyperinflationary environments.
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Table of contents
Module 6: What you will learn
IFRS 10 Consolidated Financial Statements
Mechanics of Consolidation (IFRS 10)
Exercise - IFRS 10 Question 1
Exercise - IFRS 10 Question 2
Exercise - IFRS 10 Question 3
IAS 27 Separate Financial Statements
IFRS 3 Business Combinations
Exercise - IFRS 3 Question 1
Exercise - IFRS 3 Question 2
Case study - IFRS 3
Case study - IFRS 3 Question 1
Case study - IFRS 3 Question 2
IAS 28 Investments in Associates and Joint Ventures
IFRS 11 Joint Arrangements
IFRS 12 Disclosure of Interests in Other Entities
IAS 21 The Effects of Changes in Foreign Exchange Rates
Exercise - IAS 21 Question
IAS 29 Financial Reporting in Hyperinflationary Economies
Frequently asked questions
Quick Quiz
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Definition of a subsidiary
A subsidiary is defined as an entity controlled by another entity.
"An investor controls an investee if it has ALL the following:
Power over the investee;
Exposure, or rights, to variable returns from its involvement with the investee; and
The ability to use its power over the investee to affect the amount of the investor's
returns."
(IFRS 10 paragraph 7)
Note that an entity could have power over the investee without holding a majority of the
voting rights. Returns could be either positive or negative and could include dividends,
change in the value of the investment, management or service fees etc.
Principles of consolidation
A parent prepares consolidated financial statements applying uniform accounting
policies throughout.
(IFRS 10 paragraph 19)
A parent should start to consolidate from the date control is obtained and cease when
control is lost. There is just one exemption available to this under IFRS 5. Consolidation
is not required where temporary control is acquired because the subsidiary is held
exclusively with a view to its subsequent disposal in the near future.
(IFRS 10 paragraph 20)
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Once an investment ceases to fall within the definition of a subsidiary, the parent
company should derecognise the assets and liabilities of the subsidiary, derecognise the
carrying amount of any non controlling interest and recognise the consideration received.
Any investment retained in the subsidiary should be recognised at fair value, and treated
as an associate under IAS 28, as a joint arrangement under IFRS 11 or as an investment
under IFRS 9 as appropriate.
(IFRS 10 paragraph B98)
Any difference between the reporting date of the parent and the reporting date of a
subsidiary should not exceed three months.
(IFRS 10 paragraph B93)
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To consolidate the financial statements, items of assets, liabilities, income, expenses and
cash flows are combined. The parent's investment in the subsidiary is also eliminated
against the subsidiary's equity when it was acquired, goodwill is recognised and
intragroup transactions are eliminated.
(IFRS 10 paragraph B86)
Investment in S Co 14 (14)
Goodwill 2 2
Current assets 21 10 31
135 60 183
Liabilities 60 24 84
135 60 183
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*In adjustment 1:
The $14m cost of P Co's investment in S Co is eliminated against S Co's equity at
acquisition ($6m share capital and $10m retained earnings).
As P Co only acquires 75% of S Co, there is a non-controlling interest. At the date of
acquisition this is recognised as 25% of S's net assets at acquisition ($6m share capital
and $10m retained earnings) so 25% x $16m = $4m.
Goodwill arises because the cost of the investment plus the NCI ($14m + $4m =
$18m) is greater than the value of net assets acquired ($10m + $6m = $16m).
**In adjustment 2:
S Co has made $20m retained earnings since acquisition. 25% of this belongs to the
NCI rather than P Co and this is reallocated here.
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Operating profit 60 25 85
Retained profit 40 12 52
Allocated to:
Parent 40 9 69
NCI 3 3
In the adjustment
Intragroup sales of $20m are eliminated from P Co's revenue
The cost of these items to S Co is eliminated from S Co's cost of sales
S Co's profit must be allocated between the parent and the NCI
The NCI is allocated 25% of $12million i.e. $3million
The parent is allocated 75% of $12million i.e. $9million
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Model Answer
Extracts from the statement of profit and loss for both companies for the year ended 31
December 20X5 were as follows:
Calculate the profit after tax that will appear in the consolidated statement of profit and loss for
the Jam group for the year ended 31 December 20X5
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Therefore the answer is 100% of the profits of the parent ($8.4 million) plus six months
profit of the subsidiary ($2.1 million) = $10.50 million.
Acquisition method
All business combinations within the scope of IFRS 3 must be accounted for using
the acquisition method.
(IFRS 3 paragraph 4)
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This requires:
1. Identification of the acquirer
2. Determination of the acquisition date being the date on which the acquirer obtains
control of the business. This is often, but not always, the date on which the acquirer
transfers consideration
3. Recognition and measurement of the identifiable assets acquired and liabilities
assumed and any non-controlling interest in the acquiree
4. Recognition and measurement of goodwill or a gain from a bargain purchase (negative
goodwill).
(IFRS 3 paragraph 5)
Goodwill
$
Consideration transferred X
Non-controlling interest X
The identifiable assets acquired and the liabilities assumed should be measured at
their fair values. In general the identifiable assets acquired and liabilities assumed must
meet the definition of assets and liabilities per the Conceptual Framework.
There are limited exceptions to the general recognition and measurement principles
above, which lead to some items being recognised when normally they wouldn't be, or
being recognised at an amount other than acquisition date fair value:
Intangible assets of the acquiree are recognised if they are identifiable. The other IAS 38
criteria need not be met, resulting in the recognition of intangibles on consolidation that
are not otherwise recognised
Contingent liabilities are recognised even if it is not probable that there will be an
outflow of economic resources (contrary to the guidance given in IAS 37)
The relevant Standard is applied to measure and recognise deferred tax (IAS 12),
employee benefits (IAS 19), share-based payments (IFRS 2) and assets held for sale
(IFRS 5)
As the non-controlling interest (NCI) can be measured in one of two ways, it follows
that the resulting goodwill is one of two possible values:
Where the NCI is measured at fair value the resulting goodwill is 'full goodwill' i.e. it is
the goodwill of the acquiree attributable to the parent and the NCI
Where the NCI is measured as a proportion of net assets, the resulting goodwill is 'partial
goodwill' i.e. it is the goodwill of the acquiree attributable to the parent only.
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Goodwill is not amortised but must be tested for impairment annually in accordance
with IAS 36 Impairment of Assets. An impairment loss on goodwill is not permitted
to be reversed at a subsequent date.
Negative goodwill (a bargain purchase) must be recognised immediately in the
statement of profit or loss as a gain. Before concluding that negative goodwill has arisen,
however, IFRS 3 requires that the acquirer re-assess the situation to ensure the accuracy of
the negative goodwill.
(IFRS 3 paragraph 34)
When should negative goodwill (referred to in IFRS 3 as a bargain purchase) be recognised as income?
Model Answer
The Standard requires that before negative goodwill is recognised as income, the
values given to the net assets acquired and the price paid are reaffirmed. If the values
are found to be correct, then the whole amount is recognised immediately in the statement
of profit or loss. The IFRS Standard wants to ensure that errors have not occurred in the
valuation and that the negative goodwill has arisen out of a bargain purchase or because of
the fair valuation of items that are not normally fair valued, e.g. deferred tax balances.
Missile Co acquired a subsidiary on 1 January 20X3 for $2,145 million. The fair value of the net assets
of the subsidiary acquired were $2170 million. Missile Co acquired 70% of the shares of the subsidiary.
The non controlling interest was fair valued at $683 million.
Calculate goodwill based on the partial and full goodwill methods under IFRS 3.
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Model Answer
As you can see from the table below, goodwill is effectively adjusted for the change in
the value of the non controlling interest:
Missile Co
Goodwill 626
Goodwill 658
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Sales 32 38
Gross profit 22 26
Operating profit 6 7
Non-operating income 3 3
Special charges
Restructuring - (6)
Taxes
When you have studied the notes and table please go to the next page to see a question
relating to the case study.
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The investment in an associate or joint venture is tested for impairment when there are
indications of impairment.
(IAS 28 paragraph 41A)
In the statement of profit or loss and other comprehensive income, share of profit after
tax and share of other comprehensive income of an associate or joint venture are
recognised.
A joint arrangement is "an arrangement of which two or more parties have joint control."
(IFRS 11 Appendix A)
If either of these is absent, there is no joint control and IFRS 11 does not apply.
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Joint arrangements are either joint ventures or joint operations. Joint arrangements
that are not structured through a separate entity are always joint operations.
Accounting treatment
IFRS 11 requires interests in joint ventures to be equity accounted in accordance with
IAS 28
Joint operators recognise their share of assets, liabilities, revenues and expenses in
accordance with applicable IFRS Standards.
An entity should disclose information that helps the users of its financial statements
to evaluate the nature of, and risks associated with, its interests in other entities. In
order to achieve this objective the disclosure requirements introduced by IFRS 12 are
extensive. However the entity must also make any additional disclosures necessary to meet
the overall objective if those required by IFRS 12 and other Standards are not sufficient.
(IFRS 12 paragraph 1)
An entity should disclose the significant judgements and assumptions it has made in
determining whether it controls or has joint control or significant influence over an
entityand also in determining the type of joint arrangement where applicable.
(IFRS 12 paragraph 7)
The Standard outlines detailed disclosure provisions in relation to investments in each of
subsidiaries, associates, joint arrangements, and unconsolidated structured entities.
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Functional currency. The currency of "the primary economic environment in which the
entity operates."
(IAS 21 paragraph 8)
The Standard contains guidance on how to determine this currency. It is the currency that
influences sales prices of goods and costs of inputs.
The settlement of a foreign monetary item (e.g. the payment of a supplier) is recorded at
the prevailing exchange rate on the date of settlement. Any exchange gain or loss is
recognised in profit or loss.
Foreign operations
A foreign operation is a subsidiary, associate, joint venture, or branch whose activities
are based in a country other than that of the reporting entity.
The results of a foreign operation must be translated for the purposes of preparing
consolidated financial statements. The method is as follows:
Assets and liabilities are translated at the closing rate
Pre acquisition reserves are translated at the exchange rate on the date of acquisition
Income and expenses are translated at the spot rate on the date of the transaction
(or average rate as an approximation)
Exchange differences are recognised in OCI and accumulated in a separate component
of equity
Goodwill is also translated at the closing rate and any exchange difference recognised
in OCI.
On disposal of a foreign subsidiary, the cumulative exchange differences held in a separate
component of equity are reclassified to profit or loss as part of the gain or loss on disposal.
(IAS 21 paragraphs 39, 40, 48)
Exchange differences that arise on the retranslation of the loan (using the closing rate) in
the reporting entity's separate accounts are recognised in profit or loss; in the consolidated
accounts, they are however recognised in OCI and reclassified to profit or loss on the
disposal of the foreign operation.
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IAS 29 prescribes the method to restate the financial statements of an entity operating in
a hyperinflationary economy.
This Standard should be applied by any entity that reports in the currency of a
hyperinflationary economy.
Restatement
IAS 29 requires the financial statements of a hyperinflationary enterprise to be
restated into current measuring units.
(IAS 29 paragraph 8)
If the entity is using historical cost financial statements, this suggests that the
application of a general price index to non-monetary items is required. Even those
entities using current cost accounting would need to re-express certain numbers using a
measuring unit current at the reporting date.
A gain or loss on the net monetary position should be included in profit or loss and
disclosed separately.
(IAS 29 paragraph 9)
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1. When a European company adopts IFRS Standards for its consolidated statements, does
this change its tax bills?
Answer
Possibly; in the UK the tax authorities allow IFRS Standards to be used for tax
purposes, however you should remember that tax authorities tax individual companies,
not groups. Therefore an impact is only likely to be felt if group companies' separate
financial statements are prepared in line with IFRS Standards.
Answer
Answer
4. Do the parties to a joint venture each need to own exactly the same proportion of shares?
Answer
No. For example, there is nothing to stop a 30/30/40 or some other arrangement. The
key point is that to have joint control, decisions regarding the entity must require the
unanimous consent of all parties that together control the arrangement.
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Question 1
Netley Co purchased the whole of the share capital of Orell Co for $2,500,000 cash.
Shareholders’ funds of the two companies at the date of the purchase were as follows:
Netley Orell
$ $
Share capital 5,000,000 2,000,000
Retained earnings 600,000 250,000
The fair value of Orell Co’s tangible assets exceeded carrying amount by $150,000. What
balance should appear in the consolidated statement of financial position of Netley Co for
goodwill at aquisition?
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Question 2
One third of the shares, and also voting rights, in Snow White Co are held by each of
Sneezy Co, Sleepy Co and Dopey Co.
Question 3
Power is the current ability to direct relevant activities and can be established through
ownership of voting rights.
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Question 4
Question 5
Inveresk Co has equity shareholdings in three other companies, as shown below, and has
a seat on the board of each.
Inveresk Other shareholders
Raby Co 40% No other holdings larger than 10%
Seal Co 30% Another company holds 60% of Seal Co’s equity
Toft Co 15% Two other companies hold respectively 50% and 35% of Toft
Co’s equity, and each has a seat on its board. Inveresk Co exerts
significant influence over Toft Co.