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How to Handle the Acquisition of Further Equity Interests with SAP® Financial Consolidation 10.0, Starter Kit for IFRS?

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How to Handle the Acquisition of Further Equity Interests with SAP® Financial Consolidation 10.0, Starter Kit for IFRS? How to handle the acquisition of further equity interests with SAP® Financial Consolidation 10.0, Starter Kit for IFRS? www.sap.com TABLE OF CONTENTS INTRODUCTION ............................................................................................................................................... 3 WHAT ARE THE REGULATION REQUIREMENTS? ...................................................................................... 4 PRESENTATION OF THE BUSINESS CASE .................................................................................................. 5 HOW TO HANDLE THE ACQUISITION OF FURTHER INTERESTS IN THE IFRS STARTER KIT? ............ 7 Reminder .......................................................................................................................................................... 7 Overview of the operating process ................................................................................................................ 7 Conversion rate table ...................................................................................................................................... 8 Consolidation scope ....................................................................................................................................... 8 Manual journal entries..................................................................................................................................... 8 Automatic journal entries ............................................................................................................................... 9 Retrieval of consolidated data ..................................................................................................................... 10 HOW DOES THE ACQUISITION AFFECT FINANCIAL STATEMENTS? .................................................... 13 Consolidated Statement of Financial position Audit trail ................................................................. 13 Consolidated statement of cash flows ........................................................................................................ 14 Statement of changes in equity – > AUDIT TRAIL ...................................................................................... 15 © 2012 SAP AG. All rights reserved. SAP, R/3, SAP NetWeaver, Duet, PartnerEdge, ByDesign, SAP BusinessObjects Explorer, StreamWork, SAP HANA, and other SAP products and services mentioned herein as well as their respective logos are trademarks or registered trademarks of SAP AG in Germany and other countries. Business Objects and the Business Objects logo, BusinessObjects, Crystal Reports, Crystal Decisions, Web Intelligence, Xcelsius, and other Business Objects products and services mentioned herein as well as their respective logos are trademarks or registered trademarks of Business Objects Software Ltd. Business Objects is an SAP company. Sybase and Adaptive Server, iAnywhere, Sybase 365, SQL Anywhere, and other Sybase products and services mentioned herein as well as their respective logos are trademarks or registered trademarks of Sybase Inc. Sybase is an SAP company. Crossgate, m@gic EDDY, B2B 360°, and B2B 360° Services are registered trademarks of Crossgate AG in Germany and other countries. Crossgate is an SAP company. All other product and service names mentioned are the trademarks of their respective companies. Data contained in this document serves informational purposes only. National product specifications may vary. These materials are subject to change without notice. These materials are provided by SAP AG and its affiliated companies ("SAP Group") for informational purposes only, without representation or warranty of any kind, and SAP Group shall not be liable for errors or omissions with respect to the materials. The only warranties for SAP Group products and services are those that are set forth in the express warranty statements accompanying such products and services, if any. Nothing herein should be construed as constituting an additional warranty. How to handle the acquisition of further interests with SAP® IFRS Starter Kits Consolidation Practical Guide N°10– September, 2012 INTRODUCTION This practical guide is part of a new series of seven guides dedicated to help deal with the most frequent consolidation M&A requirements when using the SAP® Financial Consolidation 10.0, starter kit for IFRS. A first series was published to help deal with those cases when using SAP® Planning and Consolidation 10.0, starter kit for IFRS, version for SAP NetWeaver. In this paper the acquisition of further interests in a subsidiary (equity transaction) is explained through a real use case scenario and presented in three steps: what the IFRS text says, how the business use case is handled in Financial Consolidation, and what impact the CFO should expect on her/his company’s financial statements. You can use this new paper to demonstrate SAP’s supremacy in addressing customers’ most complex and frequent business requirements. SAP solutions for consolidation, part of SAP enterprise performance management (EPM) solutions, include SAP Financial Consolidation and SAP Business Planning and Consolidation. A starter kit for IFRS has been developed for each solution to perform, validate and publish a statutory consolidation in accordance with IFRS. These starter kits are based on a dynamic configuration easy to customize to specific requirement. They are provided with documentations. To know more: You will find further regulation analysis on how SAP® Financial consolidation 10.0, Starter kit for IFRS meets IFRS requirements and further indications on how to deal with scope changes in the SAP® Financial consolidation 10.0, Starter kit for IFRS SP2 Operating guide. To be kept informed of the most recent releases and new documentations: Follow us on SAP Community Network 3 How to handle the acquisition of further interests with SAP® IFRS Starter Kits Consolidation Practical Guide N°10– September, 2012 WHAT ARE THE REGULATION REQUIREMENTS? According to IFRS 3 and IFRS10, only a change in control is a significant economic event. Once control has been achieved, any subsequent transactions that do not result in a loss of control are accounted for as equity transactions. Equity transactions should be accounted for as follows: The carrying amounts of the controlling and non-controlling interests should be adjusted to reflect the changes in their relative interests in the subsidiary Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid is recognized directly in equity and attributed to the owners of the parent No change in the carrying amounts of the subsidiary’s assets (including goodwill) should be recognized as a result of such transactions IFRS 10 does not give detailed guidance on how to measure the amount to be allocated to the parent and non-controlling interest to reflect a change in their relative interests in the subsidiary. Main issues regard goodwill and accumulated other comprehensive income. Goodwill In the Basis for conclusions of IFRS 3 (BC218), the Board explains that the adjustment to the carrying amount of non-controlling interests, that will be recognized when the acquirer purchases shares held by non- controlling interests, will be affected by the choice of measurement basis for non-controlling interests at acquisition date (fair value or proportionate share of net assets). It means that, when parent acquires non- controlling interests that have been initially measured at their fair value, goodwill is included in the carrying amount of non-controlling interests that is transferred to group equity. With partial disposals, where the parent disposes part of its interest to non-controlling interest without losing control, the question remains whether part of the parent’s goodwill should be transferred to NCI or not. Interpretations published by professional bodies differ. Some consider that goodwill is part of the transfer whereas others think that no goodwill has to be allocated to NCI (which means that principles apply differently whether the equity transaction is an increase or a decrease of the parent’s ownership interest). Accumulated other comprehensive income As regards partial disposals, IAS 21 requires that “the entity shall re-attribute the proportionate share of the cumulative amount of the exchange differences recognized in other comprehensive income to the non- controlling interests in that foreign operation” (§ 48.C). IAS 39 has been amended in the same manner regarding hedging reserves. On the other hand, IFRS are silent when it comes to an increase in parent’s ownership interest. SFAS 160 Non-Controlling Interests in Consolidated Financial Statements, which is supposed to be the US GAAP equivalent of IFRS 10, is clearer: “A change in a parent’s ownership interest might occur in a subsidiary that has accumulated other comprehensive income. If that is the case, the carrying amount of accumulated other comprehensive income shall be adjusted to reflect the change in the ownership interest in the subsidiary through a corresponding charge or credit to equity attributable to the parent (§ 34)”. As a consequence, we assume that accumulated other comprehensive income has to be re-allocated between group and NCI according to their new respective shares, regardless of whether there is an increase or a decrease in the parent’s ownership interest. 4 How to handle the acquisition of further interests
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