Amalgamation
Amalgamation
The following balances have been taken from the books of Bhavna Ltd. as at 31 March 2020 is given below:
Credit Balances Debit Baia
2,40,000
Equity Share Capital 8,00,000 Building
8% Preference Share Capital 2,00,000 Plant and Machinery 5,10,000
10% Debentures 1,00,000 Furniture 1.15,000
Reserve Fund 45,000 Investments (M.V. 90,000) 1,20,000
(vi) Balance to be paid in equity shares of Shakshi Ltd. of 100 share.(Co hen obote
fontis
Solution
Calculation of Purchase Consideration
der the
Assets taken over
TUTORIAL NOTES
() Realisation expenses though paid by transfree company is not part or tne purchase consideration.
(i) In case realisation expenses are payable by the transferor (vendor) company, tne amount of cash to be framcferred .a
his method, the purchase consideration is calculated by adding up the total amount (money value) of equity
his
Under
preference sharesandcashreceived from the transferee (purchasing)company for theshareholders(equityandd
shares.p
areference) of the transteror (vendor) company.
Essential Points
Under the Total Payments Method, the following essential points must be carefully noted:
00,00 () Whateverisreeeived from thepurchasing company for the shareholders of the vendor company is added. Unlike
65,000 net assets method, nothing is deducted.
36.0
i) The purchase consideration willnotinclude the paymentsmadebythetransferee (purchasing) company in any
90.00 formtothe debentureholders and other forms ofliabilities Such liabilities will be transferred by thetransteror
20,00 (vendor) company to the transferee (purchasing) company and paid by the latter company after the take over.
Solution
CALCULATION OF PURCHASE CONSIDERATION AS PER AS-14
Cash
Payment to Shareholders 2,00,000x 16 ( 32,00,000
yment to Shareholders in shares of purchasing company:
14% Preference Shares of 7 10 each for every
2,00,000
4 shares held in Rajnigandhaie.
x10 5,00,000
4
x2L x1o
and 6 Equity Shares of R 10 each for every 4 shares
AS-14.
per AS-14.
Creditors
5,00,000
No.of eq
Payables
Trade
2,00,000trinsic
ntrinsic
-
(a)
- Bills Payables 50,000
Share Exc
Short term Provisions (Current Tax) 76,00,000
(b)
Total the Sha
ASSETS
thetr sha
II
1. Non-Current Assets 40,00,000
AdditionalInformation:
iabtiter (a) T Ltd.
takes over P Ltd. on 15 April 2020.
benturs
nthelG
b) 13% preference shareholders of P lad, are discharged at a premium of l0% by issuing 14% preference shares of
100 each. OL+10. 10LL 11L
(The net assets value per equity share of P Ltd. is R 250 and that of T Ltd. is 400. T Ltd. will issue equity shares
to satisfy the equity shareholders of P Lid. on the basis ofintrinsic value. However, the purchase considerationis
to be based on the basis of par value only. The face value of equity share of T Ltd. is 7 100. P A S
(d) Debentureholders of P Ltd. are to be discharged at a premium of 15% by issuing 14%/Debentures in T Ltd.
6,00,00
2,00.00
0For preference shareholders of P Ltd. 11,00,000 (11,000, 14% Preference Shares of T Ltd. of 100 each.) PuA
8,00,00
iFor equity shareholders of P Ltd. 31,25,000 (31,250 Equity Shares ofT Ltd. of 100 each)
(250/400 x 50,00,000) x 100
derationsu 42,25,000
Debentures of P Ltd. will be taken over by T Ltd. and then paid.
ometime thetransferee (purchasing) company takes over the business of the transieror (vendor) company or companies
onthebasis of the ratio in which the shares of the transferee company are to be exchanged for the shares of the transferor
c0mpany. The Exchange Ratio or Swap Ratio is generally based on intrinsic value of each company' share.
rinsic value of shares means the valtue of shares based onnetassets of the company, In an examination problem, it may
De asked to calculate the intrinsic value of shares of the vendor company and purchasing company respectively and
50.00.00
ermine the ratio of exchange of the shares between the two said companies.
10.00.00
t h e Share Exchange Ratio or Swap Ratio for shareholders of Lalita Ltd. is 1:2 i.e. for every 1 share in Lalita
4,their shareholders will get 2 shares in Jaya Ltd.
Procedure
nd out
the LCM of intrinsic
i values of 55 and 110 LCM is 110.
de
I10
.R the LCM 110 2
by intrinsic value of Jaya Ltd. i.e.
Nidhi Ltd.
Credit Balances
Debit Balances
Share Capital:
9,000 Shares of 10 each
90,000 Fixed Assets
General Reserve 1,50,000
50,000 Current Assets
Profit and Loss Account 1,00,000
40,000
Current liabilities:
Creditors
50,000
Bills payable
20,000
2,50,000
2,50,000
Pratiksha Ltd. agrees to take over Nidhi Ltd. Find out the ratio of
exchange of shares on the basis of the book values.
Solution
CALCULATION OF INTRINSIC VALUES OF SHARES
Particulars
Pratiksha Ltd. Nidhi Ltd.
(A) Assets
Property, Plant & Equipment
Investments 3,50,000 1,50,000
Current Assets
2,50,000
3,00,000 1,00,000
(B) Less
9,00,000
External Liabilities
2,50,000
Debentures
Current Liabilities
1,75,000
Net Assets (A-B)
1,25,000 70,000
3,00,000 70,000
6,00,000 1,80,000
= 2,02,500
Amount of Interest 1
Calculation of Number of Debentures New Rate of Interest Face Value
2,02,500 T
Am of No-of x Ra
15% 100
t
= 13,50,000 x 1
100
= 13,500 debentures.
untingFor
Dunting
ASSETS
. Non-Current Assets
as journal entries in the books of W Ltd. according to pooling of interests (merger) method and prepare its balance
.9% sheet after absorption.
0 as to
Solution
Purchase Consideration
Equity Shares: x
1,50,000 x T 10 =/18,00,000
Debit () Credit
Particulars
WIL.td.
Balance Sheet As at
31 March 2022
Note
Particulars
A
EQUITY AND LIABILITIES
1. Shareholders' funds
(a) Share capital (30L t18) 48,00,000
o t6 70,000
6) Reservesand Surplus ak+ae 0K30Ka,mp
Sub Total 48,70,000
2. Current Liabilities
Notes to Accounts
1. Share Capital
Equity Share Capital
1,00,000
70,000
3. Trade Payables
Creditors for Goods 2,90,000
Tangible Assets
Land and Building 24,00,000
39,00,000
Inventories
6. Trade Receivables
30,000 20,000
(c)Cash and Cash Equivalents (Bank)
24,000
12,000
Total
22,29,000
Beeta Ltd. takes
16,42,000
over Alpha Ltd. on 1 April, 2022 on the following terms:
() Beeta Ltd. discharged purchase consideration as under:
(a) Issued 10,000 equity shares of 100 each at a
premium of 5% for the equity shareholders
(b) Issued 8% preference shares of r 100 each at par to of Alpha L
10% premium. discharge the preference shareholders of Alpha ta
(i) The Debentures of Beeta Ltd. to be converted into
equivalent number of debentures of Beeta Ltd.
(it) Sundry debtors of Alpha Ltd. include 25,000 being amount due
from Alpha Ltd.
(iv) Bills payable of Alpha Ltd. includes
7,000 being the amount of bills accepted in favour of Beeta Ltd. but thebills
receivable of Beeta Ltd. includes 5,000 only being the amount of bills due from
Alpha Ltd.
(The stock of Beeta Ltd. includes of
30,000 worth goods purchased from Alpha Ltd. nade
a profit of 25% on cost. Cot on which Alpha Ltd. na
o S.P,
(vi) Statutory reserves are to be maintained for two more years.
2. Pass Journal Entries in the books of Beeta Ltd. assuming that amalgamation is in the nature of purchase.
Solution
Calculation of Purchase Consideration:
1. For Equity Shareholders
10.000 Equity Shares in Beeta Ltd. of Ti00 each at a premium of 5% 10,50,000102
2. For 7% Preference Shareholders:
4.950. 8% Preference Shares in Beeta Ltd. ofR 100 each at par 4,95,000
Particulars Note
4 2,25,000
Total Equity and Liabilities 40,21,000
ASSETS
1. Ncn-current Assets
Notes to Accounts
Particulars
1. Share Capital
(a) Preference share capital
Issued, Subscribed and Fully Paid:
6,000, 7% preference shares of R 100 each
6,00,000
4,950 8% preference shares ofT 100 each 10,95,000
(Of these 4,950 8% preference shares issued for consideration other than 4,95,000
cash to vendors)
(b) Equity Share Capital
Issued, Subscribed and Fully Paid
22,000 equity Shares of 100 each
22,00,000
(Of these 10,000 equity shares issued to vendors for consideration
other than cash)
32,95,000
Reserves and Surplus
6) Securities premium (from issue of 8%Preference shares to
vendors) 50,000
(i) General Reservses
80,000
(il) Statutory Reserves
Beeta Ltd.
48,000
Companies
For Amalgamation of
counting
13.41
Trade Payables
75,000
Creditors Alpha
25,000
Less: Inter-company
50,000
1,20,000 1,70,000
Beeta
12 months)
25,000
Bills Payable Alpha (Assumed to be payable in
5,000
Less: Inter-company debts
20,000
55,000
35,000
Beeta 2,25,000
4,80,000 11,00.000
Alpha Ltd.
2,00,000
Computer 3,20,000
1,20,000
Alpha Ltd.
27,70,000
1,00,000
Intangible Assets
2,13,000
Goodwill 6,000
On Amalgamation
stock at cost 3,19,000
R e v a l u a t i o n of
From
27,000
Other Non-current Assets
7. Amalgamation Adjustment Account
2,50,000
Inventories ,000
Stock of Goods 2,44,000
Less: Unrealised profit 1,80,000
4,24,000
Alpha Ltd.
3,15,000
T r a d e R e c e i v a b l e s
Goods
25,000
for
Debtors
2,90,000
Sundry
Debts
Inter Co. 1,10,000
Less:
4,00,000
Alpha Ltd.
13.42 Fundamentals of Corporate Accounting
45,000 (i
llustration 11 (Absorption: Inter Co. Debt, Goodwill and Capital Reserve Set-Off)
A Ltd. absorbed B Ltd. when their Balance Sheets were as under on 31st March, 2022: