Change in Structure-Notes and Questions
Change in Structure-Notes and Questions
Investing in an entity for control may be through purchasing a single block of shares or in a single
transaction, which is often the case. There may however be situations where control is achieved through
successive share purchases at different dates. The standard IFRS 3 refers to this as Business Combination
achieved in Stages (step acquisition/piecemeal acquisition).
It may start as an investment of less than 20% which is accounted for by applying the provisions of IFRS
9, Financial Instruments: Recognition and Measurements. Then additional acquisition of let’s say 15% will
increase the total share holdings to 35%. This then requires the application of IAS 28, Investment in Associates
and Joint Venture. Finally, the entity acquires 20% additional shares, bringing the total percentage holding to
55%. At this point, control is triggered (crossing of an accounting boundary), and therefore the entity applies IFRS
3 and IFRS 10 to account for the transaction. The entity’s status during the accounting year will determine the
accounting treatment in the consolidated statement of profit or loss and other comprehensive income (pro-rate
accordingly). The status at the year end will determine the accounting treatment in the consolidated statement of
financial position (no pro-rating).
Three scenarios may arise in step acquisition:
• Trade investment crossing boundary to Associate (IFRS 9 to IAS 28).
• Trade investment crossing boundary to Subsidiary (IFRS 9 to IFRS 3 and IFRS 10).
• Investment in associate crossing boundary to Subsidiary (IAS 28 to IFRS 3 and IFRS 10).
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Investment to subsidiary (eg 10% to 80%)
Statement of profit or loss and other comprehensive income
• Remeasure the investment to fair value at the date the parent achieves control
• Consolidate as a subsidiary from the date the parent achieves control
Statement of financial position
• Calculate goodwill at the date the parent achieves control
• Consolidate as a subsidiary at the year end
Associate to subsidiary (eg 30% to 80%)
Statement of profit or loss and other comprehensive income
• Equity account as an associate to the date the parent achieves control
• Remeasure the associate to fair value at the date the parent obtains control
• Consolidate as a subsidiary from the date the parent obtains control
Statement of financial position
• Calculate goodwill at the date the parent obtains control
• Consolidate as a subsidiary at the year end
The substance of the transaction is a sale and acquisition…the previous investment is technically disposed of
and a new investment made. The following questions highlights the different scenarios that may exist.
Question 2
Apollos acquired a 15% investment in Jemain for Gh¢400,000 and remained carried at cost in the books of
Apollos' books. This investment now has a fair value of Gh¢1,200,000. Apollos has just made a further investment
of 40% of the shares in Jemain for Gh¢4,000,000. The net assets of Jemain have now been determined at
Gh¢2,400,000 and the fair value of NCI at Gh¢3,200,000. Apollos has a policy of valuing NCI at fair value at the
date of acquisition.
Calculate the goodwill arising on the acquisition of Jemain.
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Question 3
Aryee has owned 90% of the ordinary shares of Flora for many years. Aryee also has a 10% investment in the
shares of Bryne, which was held in the consolidated statement of financial position as at 31/12/2019 at
Gh¢240,000 in accordance with IFRS 9. On 30 June 2020, Aryee acquired a further 50% of Bryne's equity shares
at a cost of Gh¢1,600,000. The drafts statements of profit or loss for the three companies for the year ended 31
December 2020 are presented below:
Aryee (Gh¢000) Flora (Gh¢000) Bryne (Gh¢000)
Revenue 5,000 3,000 2,000
Cost of sales (3,000) (700) (1,200)
Gross Profit 2,000 2,300 800
Operating Costs (600) (800) (600)
Profits from Operations 1,400 1,500 200
Income Tax (280) (300) (40)
Profit for the period 1,120 1,200 160
The NCI is calculated using fair value method. On 20 June 2020, fair values were as follows:
• Bryne's identifiable net assets Gh¢2,000,000
• The NCI in Bryne Gh¢1,000,000
• The original 10% investment in Bryne Gh¢ 260,000
Required: Prepare the consolidated statement of profit or loss for Aryee Group for the year ended 31
December 2020 and Calculate the goodwill arising on the acquisition of Bryne.
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Question 5 - Step Acquisition (Simple investment to Associate)
On 01/01/2019, Eban Ltd acquired 10% equity investment in Auge Plaines for Gh¢400,000 and the investment
was classified as FVTOCI. On 01/07/20, Eban Ltd acquired further 15% of the shares for consideration of
Gh¢1,200,000. At this time the carrying value of the original investment is Gh¢640,000 and the fair value of
Gh¢800,000. The profit for the year ended 31/12/20 was Gh¢960,000. During the second half of the year, Auge
Plaines sold goods to Eban Ltd for Gh¢60,000 at a mark-up of 1/3. At the end of the year, 20% of these goods
remained unsold.
Required: Calculate the carrying value of the investment at the reporting date and extracts from of the
group retained earnings.
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