Professional Documents
Culture Documents
Project 1
Project 1
Group Presentation 1
Seminar Group 10
Done by:
Tan Sock Min
Aloysius Loong Yi Yee
Joie Chia Le Yi
Rachel Lee Pei Jing 1
Question 1
2
On 1 January 20x5, Phanpy Ltd (P) acquired 100% of the voting
rights in Mantine Ltd (M), which was in the yacht-building
business. On the other hand, P engaged in selling and chartering
yachts to other parties. On 1 January 20x7, P contracted M to
build a yacht that P designed over the next two years. Given the
nature of the contract, M would recognise revenue from the
contract over time on a percentage-of-completion basis
under FRS 115 Revenue from Contracts with Customers.
Assuming that the contract was expected to be profitable
during and at the end of the construction.
3
engaged in selling and chartering yachts
Phanpy Ltd
to other parties
4
On: 1 Jan 20x5
100%
5
On: 1 Jan 20x5
6
Phanpy Ltd (P)
P contracted M
100% to build a
yacht
Mantine Ltd (M)
7
Phanpy Ltd (P)
P contracted M
100% to build a
yacht =
Mantine Ltd (M) upstream sale
8
(a) State the consolidation journal entries related to the
construction contract necessary for the preparation of the 20x8
consolidated financial statements for Phanpy Ltd Group.
9
Concept
11
Phanpy Ltd (P) - Parent’s JE Mantine Ltd (M) - Subsidiary’s JE
On progress billing
12
Phanpy Ltd (P) - Parent’s JE Mantine Ltd (M) - Subsidiary’s JE
Upon collection
13
Phanpy Ltd (P) - Parent’s JE Mantine Ltd (M) - Subsidiary’s JE
Dr Construction Expenses
Cr Contract Assets
14
Phanpy Ltd (P) - Parent’s JE Mantine Ltd (M) - Subsidiary’s JE
Dr Inventory (Yacht)
Cr Construction in-progress
(Yacht)
15
20x8’s Consolidated JE for Phanpy Ltd Group
CJE 1
CJE 3
Dr Construction Revenue
Cr Inventory (Yacht)
Cr Contract Expense
17
20x8’s Consolidated JE for Phanpy Ltd Group
CJE 4
18
Recognising Tax Differences
19
If tax effects were to be considered
CJE 5
20
(b) If Phanpy Ltd held only 75% of the voting rights in
Mantine Ltd, explain how the computation of the group profit
after tax attributable to the non-controlling interest would be
affected by the inter-company construction contract.
21
Phanpy Ltd (P)
P contracted M
75% to build a
yacht
Non-controlling 25%
Mantine Ltd (M)
Interests (NCI)
23
Phanpy Ltd (P)
P contracted M
75% to build a
yacht =
Non-controlling 25% upstream sale
Mantine Ltd (M)
Interests (NCI)
24
Question states: Assume that the contract was expected to be
profitable during and at the end of the construction. Our group will
assume that there is unrealised profit.
P (parent) owns 75% of M, thus, 25% is attributable to NCI. Since it
is an upstream sale, unrealised profit resides in M (subsidiary).
Thus, we need to adjust NCI share in the unrealised profit.
25
Example: Assume adjusted profit after tax of $1,000.
26
Question 2
27
In general, explain how the consolidated financial statements
reflect the single economic concept and the distinction
between control and ownership.
28
What is consolidation?
29
Consolidation Process
30
What is the single economic entity concept?
31
Control
32
Control
33
Control
34
Control
35
Ownership
36
Control vs Ownership
37
Distinction between control and ownership
Example: Changi Airport Group AY 18-19 Financial Statements
38
Distinction between control and ownership
39
Distinction between control and ownership
40
Further Examples
42
Further Examples
Twenty-First
Century Fox (TFCF)
30%
Non-controlling 70%
Hulu LLC
Interests (NCI)
Twenty-First 30% + 7%
Century Fox (TFCF)
30%
NBC Universal 33%
Hulu LLC
(NCI)
44
Further Examples
45
Further Examples
46
Further Examples
47
Further Examples
48
Further Examples
Starhill Global
REIT
considered an
intermediary in
a complex
group structure.
49
Further Examples
50
Further Examples
Control of
investment
vehicles/assets to
be considered in
consolidation
process
51
Further Examples
52
Further Examples
53
Question 3
54
Research “Announcements” made by companies listed on the
Singapore Exchange (“SGX”) pertaining to “Asset Acquisitions
and Disposals” in the recent five years.
Select one or more companies that had completed one or more
business combinations (involving subsidiaries) and/or
investments in other entities (involving associates and joint
arrangements).
55
Required:
Drama Talent
Theatrical Film Production Management
- Zip Cinema - Spackman entertainment - Spackman media
- Take Pictures - Greenlight Content - Constellation
- Simplex Films Agency
57
About Spackman Entertainment Group
Group Structure
58
About Spackman Entertainment Group
59
(a) Preparation and presentation of the financial statements by outlining the
requirements for preparation and presentation of financial statements for
companies incorporated under the Companies Act in Singapore
61
Companies Act s201 (1): The directors of every company must lay before
the company at its annual general meeting the financial statements for the
financial year in respect of which the annual general meeting is held.
62
Companies Act s201 (2): Subject to subsections (12) to (15), the financial
statements referred to in subsection (1) shall comply with the
requirements of the Accounting Standards and give a true and fair view
of the financial position and performance of the company.
63
Companies Act s201 (5): Subject to subsections (12) to (15), the
directors of a company that is a parent company at the end of its
financial year need not comply with subsection (1) but must cause to
be made out and laid before the company at its annual general
meeting —
65
(a) consolidated
financial statements
66
(a) consolidated
financial statements
67
(b) balance-sheet dealing
with the state of affairs of
the parent company
68
Companies Act s201 (7): The directors shall (before the financial
statements referred to in subsection (1) and the balance-sheet referred
to in subsection (5)(b) are made out) take reasonable steps —
(a) to ascertain what action has been taken in relation to the writing off
of bad debts and the making of provisions for doubtful debts
69
Companies Act s201 (7):
70
Companies Act s201 (7):
71
Directors need to
take reasonable
steps to ascertain
Companies Act
s201 (7)
72
Companies Act s201
(8): The financial
statements shall be
AGM was held on 29 June 2020
duly audited before
they are laid before
the company at its
annual general
meeting as required by
this section, and the
auditor’s report
required by section 207
shall be attached to or
endorsed upon those
financial statements.
73
Companies Act s201
(8): The financial
statements shall be
duly audited before
they are laid before the
company at its annual
general meeting as
required by this
section, and the
auditor’s report
required by section
207 shall be attached
to or endorsed upon
those financial
statements. 74
SFRS (I) 1-1: 81B An entity shall present the following items, in addition to
the profit or loss and other comprehensive income sections, as allocation
of profit or loss and other comprehensive income for the period:
(a) profit or loss for the period attributable to:
(i) non-controlling interests, and (ii) owners of the parent
(b) comprehensive income for the period attributable to:
(i) non-controlling interests, and (ii) owners of the parent
75
(b) Extracts of “line items” from the face of the financial statements and
“Notes to the Financial Statements” pertaining to consolidation of
financial statements. Outline the relevant accounting policies/treatment
and include reference to the specific requirements of the SFRS (I).
77
Investment in Subsidiary
78
SFRS(I) 10:B88
SFRS(I) 10:B86
SFRS(I) 3:37- 40
- Consideration
transferred
- Contingency
consideration
SFRS(I) 3:32 & 34
- Goodwill
- Bargain purchase
79
SFRS(I) 10:22
A parent shall present non-controlling interests in the
consolidated statement of financial position within equity,
separately from the equity of the owners of the parent.
SFRS(I) 10:B94 80
SFRS(I) 3:6-7 Control
An investor controls an investee when it is exposed, or has rights,
to variable returns from its involvement with the investee and has
the ability to affect those returns through its power over the
investee.
81
SFRS(I) 1-36:90 & 124
- Testing of impairment of goodwill annually when there is
indication that unit may be impaired
(Carrying amount > Recoverable amount = Impaired)
- An impairment loss recognised for goodwill shall not be
reversed in a subsequent period.
82
SFRS(I) 10:B86
(a) combine like items of assets, liabilities, equity, income,
expenses and cash flows of the parent with those of its subsidiaries
(b) offset (eliminate) the carrying amount of the parent’s investment
in each subsidiary and the parent’s portion of equity of each
subsidiary 83
SFRS(I) 10:B86
(c) eliminate in full intragroup assets and liabilities, equity,
income, expenses and cash flows relating to transactions
between entities of the group (profits or losses resulting from
intragroup transactions that are recognised in assets, such as
inventory and fixed assets, are eliminated in full). Intragroup losses
may indicate an impairment that requires recognition in the
consolidated financial statements.
84
SFRS(I) 10:22
A parent shall present non-controlling interests in the
consolidated statement of financial position within equity,
separately from the equity of the owners of the parent.
85
SFRS(I) 10:B94
An entity shall attribute the profit or loss and each component of other
comprehensive income to the owners of the parent and to the
non-controlling interests. The entity shall also attribute total
comprehensive income to the owners of the parent and to the
non-controlling interests even if this results in the non-controlling
interests having a deficit balance.
86
SFRS(I) 12:12 The interest that non-controlling interests have in
the group’s activities and cash flows
87
SFRS (I) 1-1:7
Information is material if omitting, misstating or obscuring it could
reasonably be expected to influence decisions that the primary users
of general purpose financial statements make on the basis of those
financial statements, which provide financial information about a
specific reporting entity.
88
SFRS(I) 12:12 The interest that non-controlling interests have in
the group’s activities and cash flows
89
90
SFRS(I) 12:12 The interest that non-controlling interests have in
the group’s activities and cash flows
91
SFRS(I) 12:B10
92
93
SFRS(I) 12:10
An entity shall disclose
information that enables
users of its consolidated
financial statements
(a) to understand:
(i) the composition
of the group; and
(ii) the interest that
non-controlling
interests have in
the group’s activities
and cash flows
94
SFRS(I) 3:B64
Disclosure for acquisition of subsidiary
The acquirer shall disclose the following information for each business
combination that occurs during the reporting period:
- the name and a description of the acquiree
- the acquisition date
- the percentage of voting equity interests acquired.
- the primary reasons for the business combination and a
description of how the acquirer obtained control of the acquiree
- a qualitative description of the factors that make up the goodwill
recognised
95
SFRS(I) 3:B64
Disclosure for acquisition of subsidiary
The acquirer shall disclose the following information for each business
combination that occurs during the reporting period:
- the acquisition-date fair value of the total consideration
transferred and the acquisition-date fair value of each major
class of consideration
- contingent liability recognised in accordance with paragraph 23
- total amount of goodwill that is expected to be deductible for
tax purposes
- the amount of the non-controlling interest in the acquiree
recognised at the acquisition date
96
97
98
99
Disposal of Subsidiary
100
SFRS (I) 10:B98
If a parent loses control of a subsidiary, it shall:
(a) derecognise:
(i) the assets (including any goodwill) and liabilities of the subsidiary
at their carrying amounts at the date when control is lost; and
(ii) the carrying amount of any non-controlling interests in the former
subsidiary at the date when control is lost (including any components
of other comprehensive income attributable to them).
101
SFRS (I) 10:B98
If a parent loses control of a subsidiary, it shall:
(b) recognise:
(i) the fair value of the consideration received, if any, from the
transaction, event or circumstances that resulted in the loss of
control;
(ii) if the transaction, event or circumstances that resulted in the
loss of control involves a distribution of shares of the subsidiary to
owners in their capacity as owners, that distribution; and
(iii) any investment retained in the former subsidiary at its fair value
at the date when control is lost.
102
SFRS (I) 10:B98
If a parent loses control of a subsidiary, it shall:
103
Disposal of Subsidiary
104
105
106
107
108
109
Investment in Associate
110
SFRS(I) 1-28 para 3, 5 & 10:
Associate company is an entity over which the investor has significant
influence (>20%)
111
112
SFRS(I) 1-28:10
Distributions
received from
associate reduce
carry amount
SFRS(I) 1-28:32
Goodwill for
associate
SFRS(I) 1-28:23
Disposal of
associate
113
SFRS(I) 1-1:82
In addition to items required by other SFRS(I)s, the profit or loss section
or the statement of profit or loss shall include line items that present the
following amounts for the period:
114
115
SFRS(I) 1-1:82A
The other comprehensive income section shall present line items for the
amounts for the period of:
116
117
118
SFRS(I) 12:20
An entity shall disclose information that enables users of its financial
statements to evaluate:
(a) the nature, extent and financial effects of its interests in joint
arrangements and associates, including the nature and effects of its
contractual relationship with the other investors with joint control of,
or significant influence over, joint arrangements and associates
(paragraphs 21 and 22); and
(b) the nature of, and changes in, the risks associated with its interests in
joint ventures and associates (paragraph 23).
119
120
SFRS(I) 12:21
For associate that is material to the reporting entity, the entity shall
disclose:
122
123
SFRS(I) 12:B16
An entity shall disclose
separately the aggregate
amount of its share of
those associates’:
125
SFRS (I) 1-28:22
An entity shall discontinue the use of the equity method from the
date when its investment ceases to be an associate or a joint venture as
follows:
(a) If the investment becomes a subsidiary, the entity shall account for
its investment in accordance with SFRS(I) 3 Business Combinations
and SFRS(I) 10.
126
SFRS (I) 1-28:22
127
SFRS (I) 1-28:22
(c) When an entity discontinues the use of the equity method, the entity
shall account for all amounts previously recognised in other
comprehensive income in relation to that investment on the same
basis as would have been required if the investee had directly
disposed of the related assets or liabilities.
128
SFRS (I) 1-28:23
129
130
131
Q&A
132
Thank You
133
References
134
References
135
References
136
References
ASC. (2020, January 1). SFRS(I) 1-1 Presentation of Financial
Statements. Retrieved from
https://www.asc.gov.sg/pronouncements/singapore-financial-r
eporting-standards-international/2020-volume
ASC. (2020, January 1). SFRS(I) 1-28 Investments in Associates
and Joint Ventures. Retrieved from
https://www.asc.gov.sg/pronouncements/singapore-financial-r
eporting-standards-international/2020-volume
ASC. (2020, January 1). SFRS(I) 1-36 Impairment of Assets.
Retrieved from
https://www.asc.gov.sg/pronouncements/singapore-financial-r
eporting-standards-international/2020-volume
137
References
138
References
140
References
Spackmanentertainmentgroup. (2020, April 15). Annual Report 2019.
Retrieved September 12, 2020, from
https://links.sgx.com/FileOpen/Spackman%20Entertainment%20
Group%20Limited%20Annual%20Report%202019.ashx?App=An
nouncement&FileID=606683
141
References
Starhill Global REIT. (2019). Annual Report FY 2018/19. Retrieved
September 12, 2020, from
https://starhillglobalreit.listedcompany.com/newsroom/20191015_180
629_P40U_6F869ASE91CX7G5K.1.pdf
142
References
143
Appendix
144
Mainboard vs Catalist Board on SGX
Mainboard Catalist Board
- Minimum consolidated pre-tax profit - No minimum quantitative criteria required
of at least S$30 million for the latest - 15% of post-invitation share capital in
financial year with operating track public hands
record of at least 3 years - Minimum 200 shareholders
- At least 500 shareholders worldwide - Need to appoint a sponsor (assess
in the case of a secondary listing suitability to list and supervise after listing)
- If SGX and the primary home
exchange do not have an established
framework to facilitate the movement
of shares, at least 500 shareholders
in Singapore or 1,000 shareholders
worldwide
145