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100% Acquisition and disposal of a company
Posted: 05 Dec 2022, 13:04
by Nine2230
Hi,
here my case.
Company A bought 100% of company B in September for 800k euros.
In October, the shareholders' meeting of company B approved the distribution of dividends for 700k euros (available cash at the moment).
In November, after collecting dividends, company A sold 100% of company B to the managing director for 50k euro.
What Ifrs applies to this case?
Ifrs 9? Ifrs 5?
Thank you for your help.
Re: 100% Acquisition and disposal of a company
Posted: 05 Dec 2022, 13:46
by JRSB
Re: 100% Acquisition and disposal of a company
Posted: 05 Dec 2022, 17:19
by Nine2230
Ok, my doubts are the following.
Company A accounts for dividends received in the income statement (financial income).
Then company A sells the investment and recognises a capital loss (financial charges).
At the end of year, preparing the financial statement, has company A to reclassified the profit and loss by this operation as Ifrs 5 in the line "Profit from discontinued operations" or can left dividend and capital loss into the financial income/charges' line?
Thank you
Re: 100% Acquisition and disposal of a company
Posted: 05 Dec 2022, 21:48
by Leo
I think only gain or loss from disposal of the entity will be shown in the P&L. The dividend is eliminated at the conso level.
Unless the entity you discontinue is a whole segment of your business, we don't class the P&L in one line.
Re: 100% Acquisition and disposal of a company
Posted: 06 Dec 2022, 10:14
by Marek Muc
Leo wrote: ↑05 Dec 2022, 21:48
The dividend is eliminated at the conso level.
You could assume that either:
1/ The OP doesn't know that dividends are eliminated in consolidated financial statements, or
2/ The question concerns presentation in separate financial statements.
Curious to know why you assumed scenario 1/
Re: 100% Acquisition and disposal of a company
Posted: 06 Dec 2022, 10:54
by Marek Muc
It seems to me that EUR 700k of distribution wasn't a dividend but a repayment of initial investment, so I would account for it as DR cash / CR investment without P&L impact
https://ifrscommunity.com/knowledge-bas ... -dividends
Re: 100% Acquisition and disposal of a company
Posted: 06 Dec 2022, 14:24
by Leo
I assumed scenario 1 because of ifrs5 why OP would have asked about discontinuing activities in the PL of the sub if it's individual financial statements ?
Re: 100% Acquisition and disposal of a company
Posted: 06 Dec 2022, 15:50
by Marek Muc
I don't see any reference to P&L of the sub in OP's questions...
Re: 100% Acquisition and disposal of a company
Posted: 06 Dec 2022, 18:25
by Nine2230
Thank you for the answer.
The distribution was made by deliberating the accumulated profits of previous years. For this reason I accounted for dividends into P&L. In my view, only if i'm distributing
previously paid-in capital, I have no impact in P&L.
Is it correct?
Re: 100% Acquisition and disposal of a company
Posted: 06 Dec 2022, 19:22
by Marek Muc
in general your approach is correct, but here it is evident that this dividend was paid from profits earned before this company became a subsidiary, so it isn't a dividend income for the new parent, but repayment of initial investment
in any case, I wouldn't consider dividend income from a subsidiary as a discontinued operation under IFRS 5 as it doesn't "represent a separate major line of business or geographical area of operations" from the perspective of separate financial statements of the parent (it is, so to say, outside of the parent)
Re: 100% Acquisition and disposal of a company
Posted: 12 Dec 2022, 10:15
by Nine2230
Hi Marek,
It's clear. Thank you very much.