Professional Documents
Culture Documents
OBJECTIVE
• To establish principles for the presentation and preparation of consolidated financial
statements when an entity controls one or more other entities. To meet the objective,
IFRS 10:
(a) Requires an entity (the parent) that controls one or more other entities (subsidiaries)
to present consolidated financial statements.
(b) Defines the principle of control and establishes control as the basis for consolidation.
(c) Sets out how to apply the principle of control to identify whether an investor controls
an investee and therefore must consolidate the investee.
(d) Sets out the accounting requirements for the preparation of consolidated financial
statements.
(e) Defines an investment entity and sets out an exception to consolidating particular
subsidiaries of an investment entity.
• IFRS 10 does not deal with the accounting requirements for business combinations
and their effect on consolidation, including goodwill arising on a business combination
(IFRS 3: Business Combinations).
SCOPE
• An entity that is a parent shall present consolidated financial statements. IFRS 10
applies to all entities, except a parent need not present consolidated financial
statements if it meets all the following conditions:
(i) It is a wholly owned subsidiary or is a partially owned subsidiary of another entity
and all its other owners, including those not otherwise entitled to vote, have been
informed about, and do not object to, the parent not presenting consolidated financial
statements
XYZ LTD
100%
PQR LTD
80%
ABC LTD
(ii) Its debt or equity instruments (Treasury Bills, Treasury Bonds, ordinary and
irredeemable preference shares) are not traded in a public market (a domestic or
foreign stock exchange or an over-the-counter market, including local and regional
markets)
(iii) It did not file, nor is it in the process of filing, its financial statements with a
securities commission or other regulatory organisation for the purpose of issuing any
class of instruments in a public market.
(iv) Its ultimate or any intermediate parent produces financial statements that are
available for public use and comply with IFRSs, in which subsidiaries are consolidated
or are measured at fair value through profit or loss in accordance with IFRS 10.
• IFRS 10 does not apply to post-employment benefit plans or other long-term employee
benefit plans to which IAS 19: Employee Benefits applies.
• A parent that is an investment entity shall not present consolidated financial
statements if it is required in accordance with IFRS 10 to measure all of its
subsidiaries at fair value through profit or loss.
KEY DEFINITIONS
Group. A parent and all its subsidiaries.
(Parent )
70% 30%
Control. An investor controls an investee when the investor is exposed or has rights to
variable returns like Dividends from its involvement with the investee and has the ability
to affect those returns through power over the investee. An investor controls the investee
if it has the following:
• Power over the investee as evidenced by an equity holding of more than 50%
• Exposure to or rights to variable returns like dividends from its involvement with the
investee.
• The ability to use its power over the investee to affect the amount of the investee’s
returns.
Note:
The existence and effect of potential voting rights which may be inform of share warrants
or options held by another entity should be considered when assessing whether an entity
has control over another entity.
Power. These are existing rights that give the investor current ability to direct the relevant
activities of the investee (IFRS 10). Power can be obtained directly from ownership of
voting rights and can be derived from other rights such as ;
• Rights to appoint, re assign or remove key management personnel who can direct the
relevant activities of the investee.
• Right to appoint or remove another entity that directs the relevant activities of the
investee like Board of Directors.
• Rights to direct the investee to enter into transactions for the benefit of the investor.
Consolidation is the process of adjusting and combining financial information from the
individual financial statements of a parent undertaking and its subsidiary undertakings
to prepare consolidated financial statements that present financial information for the
group as a single economic entity.
Note:
When a parent publishes consolidated financial statements, it should consolidate all
foreign and domestic subsidiaries – IAS 21: The effects of changes in foreign exchange
rates .
Note:
Once an investment is no longer a subsidiary it should be accounted for as an associate
under IAS 28 – Equity Method of Accounting or as an investment under IFRS 9 – Fair
value through profit or loss.
b) Ascertain the fair value of the net assets of the subsidiary acquired by the parent at
acquisition and Reporting date – IFRS 3 – Net Assets = Equity = Total Assets – Total
Liabilities .
• According to IFRS 13: Fair value measurement, fair value is the price that would be
received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date.
• A parent should ascertain the value of the net assets acquired in the subsidiary by
aggregating the different components of net assets/ equity in the subsidiary at the
acquisition and making necessary adjustments in case the fair value of some assets at
that date exceeded their carrying amounts as illustrated below:
Details At Acquisition Date At Reporting Date
Shs. ‘000’ Shs. ‘000’
Ordinary share capital XX XX
Preference share capital XX XX
Retained earnings XX XX
Revaluation Reserves XX XX
Fair value Adjustment XX XX
Total Net Assets XX XX
Note:
The difference between the fair value of the net assets at reporting and acquisition date
represents post acquisition earnings which increases the parent’s consolidated retained
earnings and the value of Non-controlling interest at reporting date.
Question One
S is 75% controlled by P. During the year ended 31 December 2022, S sold goods to P for Shs.
20,000,000 at a 25% mark up. At as the end of the year, P still had a quarter of these goods still
in inventory.
Required:
Advice on the treatment of the unrealized profit in the consolidated financial statements (4
marks)
Solution
Since the goods or services were sold by the subsidiary to the parent, the unrealised profits
reduces the value of closing inventory, consolidated retained earnings and non-controlling
interest as illustrated below.
Shs. ‘000’
Dr. Retained Earnings {(25/125 × 20,000,000) × ¼} × 75% 750
Dr. Non-controlling Interest {(25/125 × 20,000,000) × ¼}× 25% 250
Cr. Closing Inventory {(25/125 × 20,000,000) × ¼} × 100% 1,000
Question Three
The following draft financial statements for the year ended 31 March, 2022 were prepared by
Wanok Manufacturing Ltd (WML), which was incorporated in Uganda many years ago.
Besides manufacturing, the company also has a wide portfolio of investments in other entities
operating in the Great Lakes region of East Africa.
Statements of profit or loss and other comprehensive income
WML Muna Ltd Batong Ltd
Shs ‘000’ Shs ‘000’ Shs ‘000’
Revenue 6,523,400 2,443,800 846,800
Cost of sales (4,419,000) (1,942,800) (488,800)
Gross profit 2,104,400 501,000 358,000
Other income 100,000 – –
Selling & distribution expenses (712,400) (99,600) –
Administrative expenses (288,400) (152,200) (35,200)
Other expenses (365,000) (69,800) (24,800)
Finance costs (45,000) (3,600) (7,200)
Profit before tax 793,600 175,800 290,800
Tax expense (179,800) (45,800) (24,600)
Profit for the year 613,800 130,000 266,200
Total comprehensive income for the year 613,800 130,000 266,200
Statements of financial position as at 31 March 2022
WML Muna Ltd Batong Ltd
Shs ‘000’ Shs ‘000’ Shs ‘000’
Assets:
Non-current assets:
Property plant & equipment 6,643,200 857,800 1,235,400
Investment in Muna Ltd 2,050,000 – –
Investment in Batong Ltd 800,000 – –
9,493,200 857,800 1,235,400
Current assets:
Inventories 739,200 176,200 5,400
Trade receivables 2,018,200 680,200 112,800
Prepayments 600 1,400 –
Cash 740,400 36,800 35,000
3,498,400 894,600 153,200
Total assets 12,991,600 1,752,400 1,388,600
Equity & liabilities:
Issued share capital 1,680,000 1,091,000 600,000
Share premium 380,000 – –
Share option reserve 40,000 – –
Retained earnings 6,947,400 508,800 384,600
3% cumulative irredeemable preference shares 400,000 – –
Revaluation surplus 1,712,000 – –
Total equity 11,159,400 1,599,800 984,600
Non-current liabilities:
‘Provisions greater than 1 year 100,000 – –
Other non-current liabilities 343,000 62,200 312,600
443,000 62,200 312,600
Current liabilities:
Provisions less than 1 year 80,000 – –
Other current liabilities 1,309,200 90,400 91,400
1,389,200 90,400 91,400
Total equity & liabilities 12,991,600 1,752,400 1,388,600
Notes:
1. WML purchased all of the ordinary share capital in Muna Ltd on 1 April, 2019 for Shs
2,050 million. At this time Muna Ltd had retained earnings of Shs 545,400,000. The fair
value of Muna Ltd’s identifiable net assets on the date of acquisition was the same as their
book value. An impairment review was carried out on 31 March, 2022 and it was agreed
that the goodwill on acquisition of Muna Ltd be impaired by 20%.
2. WML acquired 40% of the ordinary share capital of Batong Ltd on 30 June, 2021. The fair
values of Batong Ltd’s identifiable net assets on this date were the same as their book value.
An impairment review was carried out on 31 March, 2022 and it was agreed that the
goodwill on acquisition of Batong Ltd be impaired by 10%.
3. On 1 March, 2022 WML agreed to a sale of its finished products for Shs 560 million to
Goma City Council (GCC). This was a forward purchase agreement by GCC and the goods
would not be delivered until 1 May, 2022. The agreement also allowed GCC the right to
cancel the order at any time up to 15 April, 2022 with no penalty. However, this would
only happen if WML’s sales price fell by 15 April, 2022. The sale was recorded in sales
and accounts receivable but no adjustment was made to inventory.
4. During the year an employee was injured while operating a machine and has taken legal
action against WML. The case is currently outstanding, but it is expected to be settled
within a few weeks following the year end. Discussions with lawyers indicated that the
employee was likely to be successful. The damages payable were estimated at Shs 60
million based on related cases in the past.
5. During the year ended 31 March, 2022 WML sold goods to Muna Ltd for Shs 400 million.
WML makes a profit of 25% on the selling price. At year end Muna Ltd had sold all the
goods to third parties.
6. In March, 2022 the directors of Muna Ltd proposed a dividend of Shs 8 million, which the
shareholders were expected to approve. No account was taken of this dividend in the
financial statements of WML and Muna Ltd.
7. The Directors of WML were considering an overseas investment in the near future. They
were, however, not fully aware of the regulatory reporting requirements in relation to
exchange rate differences.
Required:
(a) With reference to relevant financial reporting standards, advise the management of WML
whether there is need to consolidate the financial statements above. (5 marks)
(b) Prepare a memorandum for the directors of WML advising them on the required
accounting treatment in regard to issues identified in notes 3, 4, 5, and 6) and their impact on
the consolidated financial statements of WML for the year ended 31 March, 2022. (7 marks)
(c) Prepare the consolidated statements of profit or loss and other comprehensive income and
of financial position of WML for the year ended 31 March, 2022. Include all the workings as
far as the information allows. (35 marks)
(d) Prepare a memo for the directors of WML which advising them on the correct accounting
treatment of the issues raised in note 7 above. (3 marks)
Solution
(a) Whether there is need to consolidate the financial statements
• According to IFRS 10: Consolidated financial statements, consolidated financial statements
are group financial reports presented like those of a single accounting entity. IFRS 10
requires that the financial statements of separate legal entities that are wholly or partially
owned subsidiaries of the parent company be consolidated.
• Accordingly, Muna Ltd is a wholly owned subsidiary of WML and its financial statements
should be consolidated in the financial statements of WML. However, Batong Ltd is an
associate to WML implying that it should not be consolidated but accounted for using the
equity method of accounting in accordance with IAS 28: Investments in Associates.
• A parent entity (WML) need not present consolidated financial statements if it meets any
of the following conditions:
✓ It is a wholly owned subsidiary or is a partially owned subsidiary of another entity and its
other owners, including those not otherwise entitled to vote, have been informed about, and
do not object to, the parent not presenting consolidated financial statements.
✓ Its debt or equity instruments are not traded in a public market (a domestic or foreign stock
exchange or an over the counter market, including local and regional markets).
✓ It did not file, nor is it in the process of filing, its financial statements with a securities
commission or other regulatory organization for the purpose of issuing any class of
instruments in a public market.
✓ It’s ultimate or any intermediate parent of the parent produces financial statements
available for public use that comply with IFRSs.
(b) A memorandum for the directors of WML advising them on the required accounting
treatment in regard to issues identified in notes 3, 4, 5, and 6.
To : The Directors of WML
From: Financial Reporting Consultant
Date : Exam Date
Subject: Accounting Treatment in regard to the Issues Identified in Notes 3, 4, 5, and 6.
This memorandum is meant to highlight to accounting treatment in regard to issues identified
in notes 3, 4, 5, and 6) and their impact on the consolidated financial statements of WML for
the year ended 31 March, 2022.
Note 3: Revenue from the forward purchase agreement.
• According to IFRS 15: Revenue from contracts with customers, a reporting entity should
recognize revenue from a contract with the customer when it satisfies its performance
obligations.
• Therefore, WML should not have recognized revenue in respect of the forward purchase
agreement since the finished products had not yet been transferred to GCC by the end of
the year. The following journal entries should be made to derecognize the amounts
recognized in sales and receivables:
Shs. ‘000’
Dr. Revenue 560,000
Cr. Trade Receivables 560,000
(c) The consolidated statements of profit or loss and other comprehensive income and of
financial position of WML for the year ended 31 March, 2022.
WANOK MANUFACTURING LTD’S CONSOLIDATED STATEMENT OF PROFIT
OR LOSS AND OTHER COMPREHENSIVE INCOME AND FOR THE YEAR ENDED
31 MARCH 2022
Note Shs. ‘000’
Revenue (6,523,400 + 2,443,800 – 560,000) 8,407,200
Cost of sales (4,419,000 + 1,942,800) (6,361,800)
Gross profit 2,045,400
Share of Associates Profit 5 31,258
Other income (100,000 + 0) 100,000
Selling & distribution expenses (712,400 + 99,600) (812,000)
Administrative expenses (288,400 + 152,200) (440,600)
Other expenses (365,000 + 69,800 + 60,000) (494,800)
Finance costs (45,000 + 3,600) (48,600)
Profit before tax 380,658
Tax expense (179,800 + 45,800) (225,600)
Profit for the year 155,058
Other comprehensive income -
Total comprehensive income for the year 155,058
Note 2: Fair value of Muna Ltd’s and Batong Ltd’s Net Assets at Acquisition and
Reporting Date
Muna Ltd Batong Ltd
At Acquisition At Reporting At Acquisition At Reporting
Date Date Date Date
Shs ‘000’ Shs ‘000’ Shs ‘000’ Shs ‘000’
Issued share capital 1,091,000 1,091,000 600,000 600,000
(d) Memo for the directors of WML advising them on the correct accounting treatment
of the issues raised in note 7.
To : The Directors of WML
From: Financial Reporting Consultant
Date : Exam Date
Question Four
(a) Musota Company Ltd. (MCL) is a listed company with interests in other companies. The
statements of financial position of MCL and the other companies that it has interests in for
the year ended 30 June, 2022 are as follows:
MCL SCL MEL
Shs 'million' Shs 'million' Shs 'million'
Assets
Non-currents:
Plant, Property & Equipment 11,000 5,000 3,500
Intangible assets 2,000 3,500 1,500
Investment in SCL 8,000 - -
Investment in MEL 2,000 1,500 -
Investment property 3,000 2,000 1,800
26,000 12,000 6,800
Current assets:
Inventories 1,500 900 700
Trade and other receivables 1,200 1,250 650
Cash and cash equivalent 500 420 250
3,200 2,570 1,600
Total assets 29,200 14,570 8,400
Equity and liabilities
Equity and reserves:
Share capital of Shs 100,000 each 5,000 3,000 2,000
Retained earnings 17,500 8,550 4,340
Revaluation reserves 100 - -
22,600 11,550 6,340
Non-current Liabilities:
Long-term loans 4,000 2,000 1,000
4,000 2,000 1,000
Current liabilities:
Trade and other payables 11,700 600 500
Taxation 880 420 560
Deferred tax 20 - -
2,600 1,020 1,060
Total equity and liabilities 29,200 14,570 8,400
Additional information:
1. MCL acquired 70% of shares in Siti Company Ltd (SCL) on 1 July, 2018 when the balance
on retained earnings account of SCL was Shs 700 million. MCL used the services of a law
firm to acquire the shares. The consideration comprised of cash Shs 8 billion, of which Shs
200 million was for legal fees and 1,000 shares which were issued two months later to the
shareholders of SCL. The market price per share of MCL at the date of acquisition and
issue of shares to the shareholders of SCL were Shs 110,000 and Shs 120,000 respectively.
The market price per share of SCL at the date of acquisition was Shs 105,000. The fair
values of the net assets of SCL as at 1 July, 2018 were not materially different from their
carrying values. The shares issued to the shareholders of SCL have not been accounted for
in MCL's financial statements above.
2. MCL and SCL acquired 45% and 30% of shares respectively in Mugende Enterprises Ltd
(MEL) on 1 January, 2022 for Shs 2 billion and Shs 1.5 billion respectively when the
balance on the retained earnings account of MEL was Shs 250 million and market price per
share was Shs 102,000. At the time of acquisition, the value of the vehicles of the company
was understated by Shs 100 million.
3. During the year ended 30 June 2022, MEL sold goods to MCL worth Shs 300 million
making a profit of 25% on cost. 40% of the goods remained in stock at the end of the year.
4. On 1 July 2021, MCL entered into a 20-year lease of specialized equipment. The expected
useful life of the equipment is 23 years. The company is required to make lease payments
of Shs 320 million payable in arrears. The company hired a legal firm to negotiate the deal
and paid Shs 100 million. The present value of the lease payment on 1 July, 2021 was Shs
3.668 billion. The interest rate implicit in the lease is 6% per year. The company expensed
the legal fees and lease payments during the year. The equipment is to be depreciated on a
straight-line basis over the lease period.
5. SCL owns a factory in Jinja whose carrying amount in the financial statements for the year
ended 30 June, 2022 was Shs 1.6 billion. The factory produces different types of soap.
However, due to fall in demand, the company believes the sales of the products from the
factory in the next five years will be as follows:
Year ending Shs 'million'
30 June, 2023 400
30 June, 2024 300
30 June, 2025 250
30 June, 2026 200
30 June, 2027 189
At the end of the fifth year, the company expects to sell the factory at Shs 50 million but
will also incur the cost of renovation Shs 27 million. The company has received an offer of
Shs 1.25 billion from one of the new entrants in the industry for immediate sale. The
company is expected to pay another firm Shs 20 million to transport the factory equipment.
The risk-free interest rate is 12%.
6. MCL purchased a piece of equipment on 1 July, 2020 at a cost Shs 500 million and it is
depreciated at 10% and 20% per year on a straight-line basis for accounting and tax
purposes respectively. The equipment was revalued at the end of the year ended on 30 June,
2022 to Shs 550 million. Management did not compute deferred tax for the year ended 30
June, 2022. The deferred tax liability in the financial statement is in relation to deferred tax
determined at 30 June, 2021 in respect of the same equipment. The company pays
corporation tax at the rate of 40%. Please note that deferred tax is limited to this equipment.
7. It is MCL policy to review goodwill for impairment annually. The impairment test
conducted at the end of year revealed that goodwill in SCL and MEL had been impaired
by 15% and 20% respectively.
8. It is the group policy to value the non-controlling interest at acquisition at fair value.
Required:
Draft the group's consolidated statement of financial position as at 30 June, 2022. (40 marks)
(b) IFRS 11: Joint Arrangements deals with joint operations and joint ventures. The method of
accounting for interests in joint arrangements depends on whether they are interests in joint
operations or joint ventures.
Required:
Discuss how the operators and venturers account for their interests in the respective financial
statements. (5 marks)
(c) During the review of the draft consolidated financial statements by the Finance committee
of MCL, members raised issues on some transactions which they suspected were not carried
out at arm's length because they were carried out with other firms that are being run by
relatives of senior managers of the company.
Required:
Discuss any five conditions that indicate that an entity is a related party. (5 marks)
Solution
(a) MUSOTA COMPANY LTD’S CONSOLIDATED STATEMENT OF FINANCIAL
POSITION AS AT 30 JUNE 2022.
Note Shs 'million'
Assets
Non-currents Assets;
Plant, Property & Equipment (11,000 + 5,000 + 3,500 + 100 + 2, 6 & 7 22,810
3,580 – 370)
Intangible assets (2,000 + 3,500 + 1,500) 7,000
Goodwill 4 5,497
Investment property (3,000 + 2,000 + 1,800) 6,800
Current assets:
Inventories (1,500 + 900 + 700 – 24) 3,076
Trade and other receivables (1,200 + 1,250 + 650) 3,100
Cash and cash equivalents (500 + 420 + 250) 1,170
Total Assets 49,453
Equity and liabilities
Equity and reserves:
Share capital (5,000 + 100) 5,100
Share Premium 3 10
Retained earnings 10 24,426
Revaluation reserves 100
Non – controlling Interest 9 4,489
Non-current Liabilities:
Long-term loans (4,000 + 2,000 + 1,000) 7,000
Lease Obligation 6 3,462
Current liabilities:
Trade and other payables (1,700 + 600 + 500) 2,800
Taxation (880 + 420 + 560) 1,860
Deferred tax (20 + 80) 8 100
Lease Obligation 6 106
Total equity and liabilities 49,453
NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Note 1: Group Structure
MCL’s Shareholding in SCL
Shareholding acquired in SCL 70%
Non-controlling interest’s shareholding in SCL 30%
Total Shareholding 100%
MCL’s Effective Shareholding in MEL
Direct Shareholding acquired in MEL 45%
Indirect Shareholding acquired in MEL (70% × 30%) 21%
Total Effective Shareholding Acquired 66%
Non-controlling interest’s effective shareholding in MEL 34%
Total Shareholding 100%
Note 2: Fair value of SCL and MEL’s Net Assets at Acquisition and Reporting Date
SCL MEL
At At At
At Reporting
Acquistion Reporting Acquisition
Date
Date Date Date
Shs 'million' Shs 'million' Shs 'million' Shs 'million'
Share capital 3,000 3,000 2,000 2,000
Retained earnings 700 8,550 250 4,340
Fair value Adjustment –
- - 100 100
Vehicles
Total 3,700 11,550 2,350 6,440
Post-Acquisition
Earnings = (11,550 – 3, 700) = 7,850 = (6,440 – 2,350) = 4,090
a) How the operators and venturers account for their interests in the respective financial
statements.
• IFRS 11: Joint Arrangements classifies joint arrangements as either joint operations or joint
ventures depending on the rights and obligations of the parties to the arrangement. A joint
operation is an arrangement whereby the parties that have joint control of the arrangement
have rights to the assets and obligations of the liabilities relating to the arrangement. Under
joint operations, joint arrangements are not structured through a separate entity.
• IFRS 11: Joint Arrangements requires a joint operator to recognise on a line by line basis
the following in relation to its interest in the joint operation;
✓ Its assets including its share of any jointly held assets.
✓ Its liabilities including its share of the jointly incurred liabilities.
✓ Its revenues from the sale of its share of the output arising from the joint operation.
✓ Its share of the revenue from the sale of the output by the joint operation.
✓ Its expenses including its share of any expenses incurred jointly.
• A joint venture is an arrangement whereby the parties that have joint control of the
arrangement have rights to the net assets of the arrangement. Under joint ventures, joint
arrangements are structured through a separate entity.
• IFRS 11: Joint Arrangements requires that joint ventures should be accounted for using the
equity method. The statement of financial position prepared by the joint venturer should
include:
✓ Interest of the joint operator in the joint venture at cost plus share of post-acquisition total
comprehensive income.
✓ Group share of the post-acquisition total comprehensive income in the group reserves.
• The statement of profit or loss and other comprehensive income prepared by the joint
venturer will include:
✓ The group’s share of the joint venture’s profit or loss.
✓ The group’s share of the joint venture’s other comprehensive income.
• Under IFRS 3, a business combination occurs when one entity obtains control over
another. Therefore, when a parent increases its equity holding in the investment or associate
to 50% or more, it’s a requirement that the investment or associate is treated as if it were
disposed of at fair value and re acquired at fair value. Thus the fair value of the previously
held interest is added to the fair value of any consideration paid for the additional
shareholding for purposes of computing good will at the date when the parent attains control
as illustrated below;
DETAILS AMOUNTS
Consideration transferred or paid for additional equity holding XX
Fair value of the previous equity interest in the associate or investment XX
Fair value of the net assets at acquisition date (XX)
Goodwill arising on acquisition XX
• Whenever the 50% boundary is crossed there is a need to revalue the previous investment,
determine goodwill arising on acquisition but if the 50% boundary is not crossed, an
adjustment will be made on the parent’s equity to be reported in other comprehensive
income.
• In case a parent’s interest in the subsidiary is increased from say 60% to 80%, goodwill
should not be recomputed and the increase is treated as a transaction between owners thus
an increase or decrease in the parent’s equity should be computed as illustrated below;
DETAILS AMOUNTS
Consideration transferred or paid XX
Fair value of the net assets transferred to NCI (XX)
Increase or Decrease in Parent’s equity XX
Question Five
Tanga Ltd operates in the telecommunication sector and has been in operation for the last five
years. The company has investments in Maga Ltd and Dango Ltd and prepares financial
statements to 30 June each year. The following draft statements of financial position relate to
the three companies as at 30 June, 2022:
Tanga Ltd Maga Ltd Dango Ltd
Assets:
Non-current assets: Shs ‘000’ Shs ‘000’ Shs ‘000’
Property, plant & equipment 50,400,000 11,728,000 7,000,000
Investment properties 20,056,200 10,405,000
Intangible assets 14,172,560 9,235,000
Investment in Maga Ltd 9,100,000
Investment in Dango Ltd 17,920,000
Other financial assets 2,045,000 - 1,620,000
113,693,760 31,368,000 8,620,000
Current assets:
Inventory 17,470,000 4,480,000 6,420,000
Trade & other receivables 15,940,000 20,400,000 3,380,000
Cash & short term-deposits 22,530,000 1,400,000 10,440,000
55,940,000 26,280,000 20,240,000
Total assets 169,633,760 57,648,000 28,860,000
Equity & liabilities:
Equity:
Share capital (Shs 50,000 each) 16,000,000 8,400,000 5,800,000
Share premium 9,400,000 1,800,000 1,400,000
Retained earnings 77,240,000 15,292,000 12,060,000
Revaluation reserve 1,325,000 - -
103,965,000 25,492,000 19,260,000
Non-current liabilities:
Loan & borrowings 20,640,000 10,640,000 820,000
Employee benefit liabilities 19,645,000 15,206,000 623,000
Provisions greater than 1 year 1,400,760 2,002,000 514,000
41,685,760 27,848,000 1,957,000
Current liabilities:
Trade & other payables 16,240,000 1,780,000 1,400,000
Provisions less than 1 year 7,743,000 2,528,000 6,243,000
23,983,000 4,308,000 7,643,000
Total equity & liabilities 169,633,760 57,648,000 28,860,000
Additional information:
1. Tanga Ltd purchased all of the ordinary share capital in Maga Ltd on 1 July, 2019 for a
cash consideration of Shs 9,100 million and agreed to pay a further Shs 10,500 million on
1 July, 2020. Tanga Ltd’s cost of capital stands at 5%. On that date, Maga Ltd had retained
earnings Shs 1,109 million and the fair value of Maga Ltd’s identifiable net assets was Shs
14,309 million. The difference between the fair value of the identifiable assets and
liabilities and their book value relates to a copyright included in Maga Ltd’s property, plant
& equipment. It had a remaining useful life of 10 years at that date. This has not been
adjusted in the carrying amount of the property, plant & equipment by 30 June, 2022.
2. Tanga Ltd acquired 30% of the ordinary share capital of Dango Ltd on 1 July, 2019 for a
cash consideration of Shs 1,080 million and exercised significant influence over the
financial and operating policy decisions of Dango Ltd. At this time, Dango Ltd had retained
earnings Shs 700 million and the fair value of Dango Ltd’s identifiable net assets at that
date was Shs 10,900 million. The difference between the fair value of the identifiable assets
and liabilities of Dango Ltd and their book value relates to Dango Ltd’s brands. The brands
were estimated to have an average remaining useful life of 5 years.
3. On 1 October, 2021 Tanga Ltd acquired a further 45% of the ordinary shares of Dango Ltd
for a cash consideration of Shs 16,840 million and gained control of the company. The fair
value of its identifiable assets and liabilities were the same as their book value. Dango
Ltd’s profits for the year ended 30 June, 2022 were Shs 3,650 million and profits accrue
evenly throughout the year. It is the group’s policy to value the non-controlling interest at
fair value. The market price of a share of Shs 45,000 represents the fair value of the shares
held by the non-controlling interest.
4. All goodwill arising on acquisitions has been tested for impairment. An impairment review
was carried out on 30 June, 2022 and it was agreed that the goodwill on acquisition of Maga
Ltd and Dango Ltd be impaired by 15% and 20% respectively.
5. During the year ended 30 June, 2022 Maga Ltd sold goods to Tanga Ltd for Shs 60 million
at a mark-up of 25%. All these goods were unsold to third parties at the reporting date.
Maga Ltd also sold goods to Dango Ltd during the year at a profit of Shs 6 million. One
third of these goods were still in the inventory of Dango Ltd as at 30 June, 2022.
6. Tanga Ltd secured a license to operate 4G services. Under the terms of the agreement, the
company was to operate 4G mobile phone services for a period of 10 years from the
commencement of the license on 1 July, 2021. During the period, Tanga Ltd can sell to
another operator who meets the criteria put in place by the Government and agrees to equal
sharing of profits with it. Tanga Ltd paid Shs 687.2 million for the license on 1 July, 2021.
However, due to lower than expected uptake of 4G mobile phone services, the market value
of the license at the yearend on 30 June, 2022 according to Crane Professional Services
was Shs 760 million though there was no active market for the 4G services.
7. On 30 June, 2022 Tanga Ltd’s building that was acquired 1 July, 2012 at a cost of Shs 350
million, had a recoverable amount of 185 million. Depreciation is chargeable on a straight-
line basis over a 35 year period. The tax base and carrying amounts of the non-current
assets before the impairment write down were identical. The impairment of the non-current
assets is not allowable for tax purposes. Tanga Ltd has not made any impairment or
deferred tax adjustment for the above and expects to make profits for the foreseeable future
and the tax rate is 30%.
8. Dango Ltd had purchased goods on credit from Weshire Ltd, a foreign supplier for United
States dollars (USD) 80,000 on 28 April, 2021. On the same date, Dango Ltd sold the
goods to a foreign customer for USD 100,000. On 30 June, 2022 payment for the goods
was received in USD but the amount owing to Weshire Ltd was still outstanding. Exchange
rates were as follows:
Date USD 1 = Shs
28 April, 2021 3,650
1 June, 2021 3,640
30 June, 2022 3,620
Average for the year 3,625
Required:
a) Demonstrate, with suitable computations, how the additional acquisition of 45% of the
ordinary shares in Dango Ltd by Tanga Ltd should be dealt with in the group statement of
financial position as at 30 June, 2022. (5 marks)
b) Prepare a memo to the directors of Tanga Ltd, advising them on the required accounting
treatment in regard to issues identified in notes 5, 6, 7 and 8 above and their impact on the
consolidated financial statements of Tanga Ltd for the year ended 30 June, 2022.
(10 marks)
c) Prepare a consolidated statement of financial position of the Tanga Ltd group as at 30 June,
2022. Show all the workings. (35 marks)
Solution
a) How the additional acquisition of 45% of the ordinary shares in Dango Ltd by Tanga
Ltd should be dealt with in the group statement of financial position as at 30 June,
2022.
• Under the revised IFRS 3: Business Combinations, a business combination occurs only
when one entity obtains control over another, which is generally when 50% or more has
been acquired. The acquisition of additional 45% shareholding in Dango Ltd by Tanga Ltd
has the following implications.
✓ Tanga Ltd gained control over Dango Ltd on 01 October 2021 with a controlling interest
of 75% (30% + 45%). Non-controlling interest’s shareholding in Dango Ltd is 25%.
✓ Since control was gained by Tanga Ltd over Dango Ltd, there is a need to determine the
goodwill arising on acquisition date. The Purchase consideration to be used in determining
goodwill will be the fair value of the initial 30% shareholding as at 01 October 2021 and
the consideration paid for the additional 45% shareholding which is determined as
illustrated below;
Shs ‘000’
Fair value of initial 30% shareholding as at 01 October 2021 (30% x 116,000 1,566,000
shares x 45,000)
Consideration paid for the additional 45% shareholding 16,840,000
Total Purchase Consideration 18,406,000
Note 2: Fair value of Maga Ltd’s and Dango Ltd’s Net Assets at Acquisition and
Reporting Date
Maga Ltd Dango Ltd
At At At Acquisition At
Acquisition Reporting At Acquisition Date Reporting
Date Date Date (01/07/2019) (01/10/2021) Date
Shs. '000' Shs. '000' Shs. '000' Shs. '000' Shs. '000'
Share capital 8,400,000 8,400,000 5,800,000 5,800,000 5,800,000
Share premium 1,800,000 1,800,000 1,400,000 1,400,000 1,400,000
Retained
earnings 1,109,000 15,292,000 700,000 9,322,500 12,060,000
Fair value
Adjustment 3,000,000 2,100,000 3,000,000 1,650,000 1,200,000
Total 14,309,000 27,592,000 10,900,000 18,172,500 20,460,000
Post-
Acquisition
Earnings 13,283,000 7,272,500 2,287,500
Note 3: Purchase Consideration
• Consideration paid by Tanga Ltd’s for the 100% shareholding in Maga Ltd.
Shs. '000'
Cash 9,100,000
Deferred Consideration {10,500,000 × 1/ (1 + 0.05) ^1} 10,000,000
Total Purchase Consideration 19,100,000
• Consideration paid by Tanga Ltd’s for the 75% shareholding in Dango Ltd.
Shs ‘000’
Fair value of initial 30% shareholding as at 01 October 2021 (30% x 116,000 1,566,000
shares x 45,000)
Consideration paid for the additional 45% shareholding 16,840,000
Total Purchase Consideration 18,406,000
Note 4: Goodwill arising on Acquisition of Maga Ltd and Dango Ltd
Maga Ltd Dango Ltd
Shs. '000' Shs. '000'
Purchase Consideration (Note 3) 19,100,000 18,406,000
Fair value of NCI at Acquisition Date (25% x 116,000
shares x 45,000) 0 1,305,000
Fair value of Net Assets at acquisition Date (14,309,000) (18,172,500)
Good will Arising on Acquisition Date 4,791,000 1,538,500
Impairment Loss (718,650) (307,700)
Carrying Amount of Good will 4,072,350 1,230,800
Consolidated Good will 5,303,150
Note 5: Fair value of Non-controlling Interest in Dango Ltd at Reporting Date
Shs. '000'
Fair value of NCI at Acquisition Date (25% x 116,000 shares x 45,000) 1,305,000
Share of Post-acquisition Earnings (25% × 2,287,500) 571,875
Share of Goodwill impairment (25% × 307,700) (76,925)
Fair value of Non-controlling Interest at Reporting Date 1,799,950
Note 6: Loss on De recognition of the Initial 30% shareholding in Dango Ltd
Shs. '000'
Fair value of initial 30% shareholding as at 01 October 2021 (30% x 1,566,000
116,000 shares x 45,000)
Carrying Amount of the 30% Investment as at 01 October 2021 (3,261,750)
(1,080,000 + 30% × 7,272,500) – Note 2
Loss on De recognition (1,695,750)
Question Six
Rock Ltd operates in the manufacturing sector. The draft statements of financial position of the
group companies are as follows at 31 May 2022:
Rock Ltd Mines Ltd
Shs billion Shs billion
Assets:
Non-current assets
Property, plant and equipment 350 200
Investments in subsidiaries:
Mines Ltd 250
Build Ltd 200
800 200
Current assets 350 100
Total assets 1,150 300
Equity and liabilities:
Share capital 400 75
Retained earnings 400 125
Total equity 800 200
Non-current liabilities 100 50
Current liabilities 250 50
Total equity and liabilities 1,150 300
The following information is relevant to the preparation of the group financial statements:
1. On 1 February 2021, Rock Ltd acquired 60% of the equity interest of Mines Ltd. The
purchase consideration was cash of Shs 200 billion. The fair value of the identifiable net
assets was Shs 250 billion. The excess of the fair value of the net assets is due to an increase
in the value of non-depreciable land.
2. Rock Ltd wishes to use the "full goodwill" method for all acquisitions. The fair value of
the non-controlling interest in Mines Ltd was Shs 125 billion on 1 February 2021 and the
retained earnings of Mines Ltd on 1 February 2021 were Shs 55 billion.
3. Rock Ltd acquired a further 20% interest from the non-controlling interests in Mines Ltd
on 31 May 2022 for a cash consideration of Shs 50 billion.
4. On 1 February 2021, Rock Ltd acquired 100% of the equity interest in Build Ltd, for a cash
consideration of Shs 400 billion. Build Ltd's identifiable net assets were fair valued at Shs
380 billion.
5. On 31 May 2022, Rock Ltd disposed of 60% of the equity of Build Ltd when the identifiable
net assets were Shs 350 billion. The sale proceeds were Shs 200 billion and the remaining
equity interest was fair valued at Shs 134 billion. Rock Ltd could still exert significant
influence after the disposal of the interest. The only accounting entry made in Rock Ltd's
financial statements was to increase cash and reduce the cost of investment in Build Ltd.
Required:
(a) Calculate the gain or loss arising on the disposal of the equity interest in Build Ltd.
(5 marks)
(b) Prepare a consolidated statement of financial position of the Rock Group as at 31 May 2022
in accordance with International Financial Reporting Standards. (10 marks)
Solution
a) Gain or loss arising on the disposal of the equity interest in Build Ltd.
Shs. ‘billion’ Shs. ‘billion’
Disposal Proceeds 200
Fair value of Remaining Equity Interest 134
Net Assets Derecognised;
Net Assets at Disposal Date 350
Goodwill arising on Acquisition of Build Ltd (400 – 380) 20 (370)
Loss on Disposal (36)
Note 2: Fair value of Mines Ltd’s Net Assets at Acquisition and Reporting Date
Acquisition Date Reporting Date
Shs. ‘billion’ Shs. ‘billion’
Share capital 75 75
Retained earnings 55 125
Fair value Adjustment - Land 120 120
Total 250 320
Post-Acquisition Earnings = 320 – 250
= Shs. 70 billion
Note 3: Purchase Consideration
Consideration paid by Rock Ltd for the 60% shareholding in Build Ltd = Shs.200 billion
Question Seven
Chandara Holdings Ltd (Chandara), a listed company, is a major manufacturer of laundry and
toiletry products in the country. The following statements of profit or loss for the year ended
30 June, 2022 relate to Chandara, Agara Ltd (Agara) and Bagara Ltd (Bagara):
Chandara Agara Bagara
Shs ‘million’ Shs ‘million’ Shs ‘million’
Revenue 156,700 90,000 54,000
Cost of sales (109,000) (72,000) (45,000)
Gross profit 47,700 18,000 9,000
Other income 17,000 6,000 3,000
Distribution costs (25,000) (5,400) (3,000)
Administrative expenses (8,000) (6,000) (2,400)
Other expenses (2,000) (1,500) (1,800)
Finance costs (6,000) (4,500) (900)
Profit before tax 23,700 6,600 3,900
Income tax (5,600) (2,400) (300)
Profit for the year 18,100 4,200 3,600
Additional information:
1. On 1 July, 2021 Chandara acquired 20% of the shares for Shs 2,700 million. Agara supplies
materials which are vital for the manufacture of laundry and toiletry products. The market
price per share of Agara before the date of acquisition was Shs 300,000.
2. On 1 January, 2022 Chandara acquired an additional 45% of the shares in Agara and paid
Shs 6,500 million. The market price Agara’s shares before the date of acquisition were Shs
310,000 per share.
3. On 1 October, 2021 Chandara acquired 70% of the shares of Bagara for Shs 9.6 billion.
The market price of Baraga’s shares before the date of acquisition was Shs 320,000 per
share.
4. Government of Uganda, in appreciation of efforts by Agara to use environmentally friendly
production technologies, contributed 70% of the cost of purchase of a production unit
which was imported from Germany in April 2022. This unit cost Agara Shs 2.4 billion.
Agara recognised the entire grant in profit or loss as other comprehensive income for the
year ended 30 June, 2022. The expected useful life of the unit is 20 years with nil residual
value. The group uses the income approach to treat such contributions.
5. Agara sold equipment to Chandara for Shs 1.8 billion on 1 January, 2022. This equipment
cost Agara 2 billion on 1 July, 2020. The group depreciates such equipment at 20% on
reducing balance basis. Each company charged depreciation on the equipment based on the
time period they owned the equipment during the year. Any gain or loss on disposal is
recognised in other income while depreciation is charged to administrative expenses.
6. Bagara sells electronic goods with warranty which guarantees repair of the goods should
they develop defects within one year. The company’s past experience and future projections
reveal the following:
Number of units sold Defects Cost of repairs incurred
Shs ‘million’
405 None –
35 Moderate 15
45 Minor 20
15 Major 17
Any effect of the warranty is to be recognised in administrative expenses.
Consideration paid by Chandara Ltd for the 70% shareholding in Bagara Ltd = Shs. 9,600
million
Note 7: Good will arising on acquisition of Agara Ltd and Bagara Ltd
Agara Ltd Bagara Ltd
Shs ‘million’ Shs ‘million’
Purchase Consideration 9,600 9,600
Fair value of NCI at Acquisition Date (35% × 50,000
shares × 310,000 / 30% × 30,000 shares × 320000) 5,425 2,880
Fair value of Net Assets at Acquisition Date (Note 4) (11,624.5) (6,552.52)
Good will arising on Acquisition 3,400.50 5,927.48
Impairment (20% × 3,400.5 / 10% × 5,927.48) (680.10) (592.75)
Carrying Amount of Good will 2,720.40 5,334.73
Note 8: Gain or Loss on the De recognition of the 20% shareholding in Agara Ltd
Shs ‘million’
Fair value of initial 20% shareholding (20% × 50,000 shares × 310,000) 3,100
Carrying Amount of the 20% shareholding
Initial cost of investment 2,700
Share of post-acquisition earnings (20% × 1,270.5) 254.1 (2,954.1)
Gain on De recognition 145.9
Note 9: Profit for the year attributable to Non-Controlling Interest
Agara Ltd Bagara Ltd
Shs Shs
‘million’ ‘million’
Profit for the year (2,541 × 6/12 / 3,596.64 × 9/12) 1,270.50 2,697.48
Good will Impairment (680.1) (592.75)
Unrealized profits on transferred plant (360) -
Adjusted profit for the year 230.4 2,104.73
Non-controlling interest’s share (35% × 230.4 / 30% ×
80.64 631.42
2,104.73)
Consolidated Non-controlling interest’s share = 80.64 + 631.42 = 712.06
IFRS 11: Joint Arrangements requires a joint operator to recognise on a line by line basis the
following in relation to its interest in the joint operation;
• Its assets including its share of any jointly held assets.
• Its liabilities including its share of the jointly incurred liabilities.
• Its revenues from the sale of its share of the output arising from the joint operation.
• Its share of the revenue from the sale of the output by the joint operation.
• Its expenses including its share of any expenses incurred jointly.
A joint venture is an arrangement whereby the parties that have joint control of the arrangement
have rights to the net assets of the arrangement. Under joint ventures, joint arrangements are
structured through a separate entity.
IFRS 11: Joint Arrangements requires that joint ventures should be accounted for using the
equity method.
The statement of financial position prepared by the joint venturer should include;
• Interest of the joint operator in the joint venture at cost plus share of post-acquisition total
comprehensive income.
• Group share of the post-acquisition total comprehensive income in the group reserves.
The statement of profit or loss and other comprehensive income prepared by the joint venturer
will include;
• The group’s share of the joint venture’s profit or loss.
• The group’s share of the joint venture’s other comprehensive income.
In the separate financial statements of Chandara holdings Ltd, a joint venturer should account
for its interest in a joint venture in accordance with IAS 27: Separate financial statements at
cost, or in accordance with IFRS 9 Financial instruments, or using the equity method as
described in IAS 28:Investments in associates and joint ventures.
In accordance with IFRS 12: Disclosure of interests in other entities, the following disclosers
should be made in the financial statements about interest in joint arrangements;
(a) Nature, extent and financial effects of an entity’s interests in associates or joint
arrangements, including name of the investee, principal place of business, the investor’s
interest in the investee, method of accounting for the investee and restrictions on the
investee’s ability to transfer funds to the investor.
(b) Risks associated with an interest in an associate or joint venture.
(c) Summarized financial information, with more detail required for joint ventures than for
associates.
In conclusion, the accounting treatments of joint arrangements and their disclosures are guided
by IAS 27, IAS 28, IFRS 11 and IFRS 12. Although the accounting treatment of joint
operations and joint ventures is different, their disclosures in the financial statements are
similar as guided by the IFRS 12.