Afa2 - Chapter 1 Consolidation of financial statements

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    Lecture 1:

    Consolidated FinancialStatements

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    Introduction

    What are consolidated financialstatements?

    Who has to present consolidated financialstatements in Malaysia?

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    Introduction

    Firstly:

    What are consolidated financial statements?

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    Introduction

    In a business combination:

    Different business entities are brought under

    common control Different entities have to prepare their own

    set of financial statements

    But there is also demand for the consolidatedfinancial statements

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    Introduction

    Thus, consolidated financial statementsare the financial statements of a group of

    business entities under common control

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    Introduction

    Secondly:

    Who has to prepare consolidated financialstatements in Malaysia?

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    Introduction

    MFRS 10:A parent should present consolidated

    financial statementsParent is an entity that controls

    another

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    Introduction

    Control:

    Power,

    Variable returns, andAbility to use power to affect the returns

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    Introduction

    PowerAbility to direct the relevant activities (ie

    activities that significantly affect returns) To consider Purpose and design of the investee

    What the relevant activities are and how decisionabout those activities are made

    Whether the rights of the investor give it thecurrent ability to direct the relevant activities

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    Introduction

    Power Power arises from rights

    Examples of rights that gives the powerVoting rights

    Contractual rights

    Decision making rights

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    Introduction

    Power: Voting rights Majority vs De facto power

    Potential voting rights

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    Introduction

    Power: Voting rights - majority

    In most cases, the investor that has more

    than 50% of the voting rights is deemed tohave power over the investee

    IE 1.2 (pp 9)

    However, FRS 110 also requires an investor

    to consider the de facto power wherehaving less than 50% of voting rights maygive it power

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    Introduction

    Power: Voting rights - De facto power

    Where investors rights are in fact sufficient

    to give it practical ability to direct relevantactivities unilaterally

    In LMN Ltd: A Ltd has 46%, the rest widelydispersed,

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    Introduction

    Power: Voting rights - Potential votingrights

    Must be substantive (ie holder has practicalability to exercise its rights)

    Currently exercisable?

    Financial ability to exercise?

    Deeply out-of-the-money?

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    Introduction

    Power: Contractual rights

    A Ltd has 30% of B Ltd and has a contract tosupply raw material and to market finishedgoods. 75% vote required to cancel thecontract.

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    Introduction

    Power: Decision making right

    An investor that has decision making rights

    will have power However, only if the decision maker who acts

    as the principal has the ability to use powerto affect the returns (Agent does not have

    the ability to use power to affect the returns)

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    Introduction

    Returns

    Investor is exposed, or has rights, to variable

    returns (both positive and negative), as resultof investees performance

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    Introduction

    Power and returns

    Investor has the ability to use its power to

    affect its returns from investee IE 1.9 (pp 14)

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    Introduction

    Power and returnsdecision maker

    Investor with decision making right (eg fund

    manager) has the ability to use its power toaffect its returns from investee only if he actsas the principal

    Agent does not have the ability to use its power to

    affect its returns from investee

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    Introduction

    Power and returnsdecision maker

    Whether an investor with decision making

    rights is a principal or agent: The scope of its decision making authority

    The rights held by other parties

    Its remuneration

    Its exposure to returns through other interest

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    Introduction

    Power and returnsdecision maker

    The scope of its decision-making authority

    Level of involvement in decision making

    The rights held by other parties

    The number of parties required to act together

    against the decision maker

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    Introduction

    Power and returnsdecision maker

    Its remuneration

    The variability of its remuneration relative toinvesteesreturns

    Other interest

    The magnitude of other interest

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    Introduction

    For purposes of subsequent discussions, assumethat Entity A controls Entity B, if the formerholds more than 50% of the share capital of thelatter

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    Introduction

    As mentioned earlier, the parent has to

    prepare and present

    However, not all parents have to presentconsolidated financial statements (exemption)

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    A B C

    Question: Will B Ltd have to presentconsolidated accounts?

    Yes, unless

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    MFRS 10 (para 4(a))

    B is wholly owned by A, or NCI in B do

    not objectB is not listed,

    B is not in process of being listed; and

    A produces consolidated accountsavailable for public use

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    End of Lecture 1

    Thank you

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