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    Step Acquisition of Company B by Company A

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    On 5th July 2007 company A initially invested 15% in company B @ par ( i.e. paying CU 1 per share ) (no premium). On 2nd August, 2007 A acquired additional 10% in company B buying 50 million shares from other exiting shareholder on an OTC basis ( paying CU2 per share (the extra CU 1 above par of CU 1 per share was the resulting goodwill recognized through a proper Purchase Price Allocation exercise). Accordingly, GOODWILL (recognized as part of the investment amount as stated in IAS 28 that goodwill arising on acquisition of an associate is not separately recognized, but is included in the carrying value of an associate and that such goodwill, unlike that separately recognized, is not separately tested for impairment on an annual basis under IAS 36 and will be subject to IAS 39 as stated above). Till date goodwill is not impaired. On 05th Nov-2009 company A acquired additional 10% in company B buying 50 million shares from company C who previously had 15% plus control veto right in the Board. A paid to company C CU 1.03 per share on bargain purchase price basis. Then company C ended up with a 5%. On 10-Nov-09 B issued 250 million shares: company A subscribed in is issue buying 175 shares out of the 250 million shares issued paying CU 1.03 per share (being CU 1 per share par + CU 0.03 premium) Thus buying 175 shares ending up with 350 share (existing 175 + 175 subscribed). Thus company A became a 46.67% owner in company B + control in B company's Board of Directors. The acquisition date was decided to be 28 February 2011. As of now (18 march 2011, the total number of shares is 350 million shares owned by company A out of B's total 750 million shares (shares in B's capital). The cumulative revaluation effect of equity accounting treatments as per IAS 28 (This amount is currently staying in the General reserve as agreed and requested by A shareholders). The carrying amount as at 28 February 2011 is CU 421.87 million
    Attached herewith are excel files for the financials of B as 05th Nov-2009 and 28 February 2011 including a column for 28 February 2011 at fair value.
    A is the then a parent company.
    B is the then a 46.67% owned subsidiary of A.
    C is the third party ex-shareholder of 15% then sold 10% to A a seller at a point in time a mid of the chronological order hereunder.
    B was established on 5th July 2007 with a paid up capital of CU 500 million representing 500 million shares @ par value of CU 1 per.

    1. Full set of accounting entries as per the relevant IFRSs/ IASs (IFRS 3 / IAS 27) starting from 05th Nov-2009 up till consolidation of B financials in the financials of A company as at 28 February 2011 identifying the resulting Goodwill and minority interest at the time of consolidation while quoting the relevant paragraph from the IFRSs/ IASs in each step.
    2. Quoting the relevant paragraph from the IFRSs/ IASs in each step, determine what will happen to the GOODWILL previously recognized on 2nd August, 2007 along with A's 25% investment in B as an associate?
    3. Quoting the relevant paragraph from the IFRSs/ IASs in each step, whenever is deemed relevant, please do a line-by-line consolidation of A and B financials as at 28 February 2011. This will definitely show the resulting goodwill in the consolidated financials & the non-controlling interest.
    4. What will happen to the CU 15.12 million cumulative equity accounting treatments included in the balance of the carrying amount of A's investment in B which was an associate before 28 February 2011?
    5. Quoting the relevant paragraph from the IFRSs/ IASs, in a short narrative OR a tabular presentation determine the financial impact at 28 February 2011 on A as a result of consolidating A ,the parent, with B, the 46.67% owned subsidiary, along the following lines:
    a) A's total assets.
    b) The resulting goodwill.
    c) The resulting Non-controlling interest.
    d) The incremental effect on A's net income.

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    Solution Summary

    The solution provide a step acquisition of company B by company A.