Unit: Advanced Financial Reporting and Analysis
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Login to Access| S Ltd. Sh.“000” | M Ltd. Sh.“000” | B Ltd. Sh.“000” | |
| Assets: | |||
| Non-current assets: | |||
| Property, plant and equipment | 102,800 | 101,120 | 88,480 |
| Investment property | 23,600 | - | - |
| Investment in: | |||
| M Ltd. | 112,000 | - | - |
| B Ltd. | 88,000 | - | - |
| Current assets | 25,280 | 20,224 | 17,696 |
| Total assets | 351,680 | 121,344 | 106,176 |
| Equity and liabilities: | |||
| Equity: | |||
| Share capital (Sh.1.00 par value) | 160,000 | 64,000 | 56,000 |
| Retained earnings | 101,480 | 22,784 | 19,936 |
| Other components of equity | 9,400 | 1,920 | 1,680 |
| 270,880 | 88,704 | 77,616 | |
| Non-current liabilities | 15,168 | 12,134.40 | 10,617.60 |
| Current liabilities | 65,632 | 20,505.60 | 17,942.40 |
| Total equity and liabilities | 351,680 | 121,344 | 106,176 |
| 1. | The following information relates to the acquisition of the equity shares in M Ltd. and B Ltd.: | |||
| Company | Date of acquisition of equity shares in company | Percentage of shareholding acquired | Purchased full goodwill arising from the acquisitions | |
| Sh.“000” | ||||
| M Ltd. | 1 January 2022 | 80% | 44,800 | |
| B Ltd. | 30 June 2023 | 60% | 38,400 | |
| At the date of acquisition, the assets and liabilities of B Ltd. were already at fair value. However, an upward fair value adjustment of Sh.4,400,000 was required with respect to production machinery of M Ltd. The remaining useful life of this production machinery as at the date of acquisition was five years. It is the policy of the group to measure non-controlling interest at fair value. | |
| 2. | The consolidated retained earnings and other components of equity recognised in the consolidated financial statements of S Group as at 31 December 2023 were Sh.63,519,200 and Sh.3,360,000 respectively. Non-controlling interest recognised under equity of the consolidated statement of financial position as at 31 December 2023 was Sh.20,000,000. All consolidation adjustments, unless otherwise stated, were correctly stated in the opening consolidated financial statements. |
| 3. | There were no intercompany transactions between S Ltd. and any of the subsidiaries acquired before the current accounting year. However, in the year ended 31 December 2024, M Ltd. sold goods worth Sh.2,240,000 to B Ltd. at a margin of 20%. Of these goods, 30% were yet to be sold as at 31 December 2024. |
| 4. | The purchased goodwill arising from the acquisitions as presented in note (1) are the original goodwill amounts and are thus before any impairment loss. As at 31 December 2024, an impairment review was carried out on the two subsidiaries using the impairment testing procedure recommended under IAS 36 (Impairment of Assets) for cash generating units. Each subsidiary was a cash generating unit. The recoverable amounts of the net assets of M Ltd. and B Ltd. as at 31 December 2024 were Sh.133,244,800 and Sh.116,544,000 respectively. No impairment loss has been recognised in respect of the goodwill in both subsidiaries in the previous years. |
| 6. | S Ltd. owns a building which was formerly used as an administration office. At the beginning of the year 2024, S Ltd. rented the building to M. Ltd. at an annual rental of Sh.2,000,000 and has as a result accounted for the building as an investment property. The carrying value of the building at the date of transfer to M. Ltd. (which approximated the fair value) was Sh.22,400,000. It is the policy of S Ltd. to measure investment properties at fair value. A fair value gain of Sh.1,200,000 has been recognised by S Ltd. at 31 December 2024. The estimated remaining useful life of the building as at the date of transfer was 20 years. M Ltd. uses the building for administrative purposes. M Ltd. has paid the rental for the current year and charged it as an expense. S Ltd. has included the rental income for the year as other income in the current year’s statement of profit or loss. |
| 7. | The summarised financial performance of the three companies for the year ended 31 December 2024 from their individual statements of profit or loss and other comprehensive income (before any consolidation adjustment) is presented below: |
| 7. | S Ltd. | M Ltd. | B Ltd. | |
| Sh.“000” | Sh.“000” | Sh.“000” | ||
| Profit for the year | 16,598.40 | 28,499.20 | 28,800 | |
| Other comprehensive income | 815.20 | 712 | 736 |
| Rock Limited | Paper Limited | Scissors Limited | |
| Sh.“million” | Sh.“million” | Sh.“million” | |
| Revenue | 8,520 | 5,180 | 6,240 |
| Cost of sales | (5,510) | (3,440) | (4,220) |
| Gross profit | 3,010 | 1,740 | 2,020 |
| Distribution costs | (830) | (470) | (520) |
| Administrative expenses | (860) | (520) | (580) |
| Profit before tax | 1,320 | 750 | 920 |
| Income tax expense | (450) | (230) | (280) |
| Profit for the year | 870 | 520 | 640 |
| Rock Limited | Paper Limited | Scissors Limited | |
| Sh.“million” | Sh.“million” | Sh.“million” | |
| Assets: | |||
| Non-current assets: | |||
| Property, plant and equipment | 4,260 | 3,630 | 3,190 |
| Investments: Paper Limited | 2,400 | - | - |
| Investments: Scissors Limited | 1,500 | - | - |
| 8,160 | 3,630 | 3,190 | |
| Current assets | 3,720 | 2,270 | 1,610 |
| Total assets | 11,880 | 5,900 | 4,800 |
| Equity and liabilities: | |||
| Equity: | |||
| Ordinary Sh.10 share capital | 5,000 | 2,000 | 2,000 |
| Share premium | 500 | 200 | - |
| Retained earnings | 3,380 | 1,800 | 1,200 |
| 8,880 | 4,000 | 3,200 | |
| Current liabilities | 3,600 | 1,900 | 1,600 |
| Total equity and liabilities | 11,880 | 5,900 | 4,800 |
| 30 September 2024 | 30 September 2023 | |
| Assets: | Sh.“million” | Sh.“million” |
| Non-current assets: | ||
| Property, plant and equipment | 15,900 | 10,150 |
| Goodwill | 12,060 | 11,560 |
| Investment in associate | 3,875 | 3,375 |
| 31,835 | 25,085 | |
| Current assets: | ||
| Inventory | 2,970 | 2,780 |
| Accounts receivable | 2,440 | 2,060 |
| Cash and cash equivalents | 1,310 | 875 |
| Total assets | 38,555 | 30,800 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 par value) | 10,000 | 8,000 |
| Share premium | 1,500 | 1,200 |
| Revaluation surplus | 4,680 | 3,280 |
| Retained earnings | 10,090 | 6,780 |
| Equity attributable to group owners | 26,270 | 19,260 |
| Non-controlling interests | 1,940 | 2,000 |
| Total equity | 28,210 | 21,260 |
| Non-current liabilities: | ||
| Bank loans | 2,500 | 1,875 |
| Deferred tax | 940 | 650 |
| Current liabilities: | ||
| Accounts payable | 4,375 | 4,530 |
| Current tax | 2,530 | 2,485 |
| Total equity and liabilities | 38,555 | 30,800 |
| Sh.“million” | |
| Revenue | 13,060 |
| Cost of sales | (3,970) |
| Gross profit | 9,090 |
| Operating expenses | (3,250) |
| Profit from operations | 5,840 |
| Gain on disposal of subsidiary | 350 |
| Finance costs | (220) |
| Share of profit of associate | 720 |
| Profit before tax | 6,690 |
| Income tax expense | (1,400) |
| Profit for the year | 5,290 |
| Other comprehensive income: | |
| Gain on property revaluation | 1,400 |
| Total comprehensive income for the year | 6,690 |
| Profit for the year: | |
| Attributable to the group owners | 4,690 |
| Attributable to the non-controlling interests | 600 |
| 5,290 | |
| Total comprehensive income for the year: | |
| Attributable to the group owners | 6,090 |
| Attributable to the non-controlling interests | 600 |
| 6,690 |
| 1. | Depreciation of Sh.2,400 million was charged during the year ended 30 September 2024. Plant with a carrying amount of Sh.1,560 million was sold for Sh.1,720 million. The gain on disposal was recognised in operating costs. Property was revalued during the year resulting in a revaluation gain of Sh.1,400 million being recognised. |
| 2. | During the year ended 30 September 2024, Ndovu Limited acquired 75% of the ordinary share capital of Simba Limited paying cash consideration of Sh.9,400 million. The non-controlling interest (NCI) was measured at its fair value of Sh.2,125 million at the date of acquisition. The fair value of Simba Limited’s net assets at acquisition was made up as follows: |
| 2. | Sh. “million” | |
| Property, plant and equipment | 8,000 | |
| Inventory | 940 | |
| Accounts receivable | 1,500 | |
| Cash and cash equivalents | 500 | |
| Accounts payable | (1,375) | |
| Current tax | (250) | |
| Net assets at acquisition | 9,315 |
| 3. | During the year ended 30 September 2024, Ndovu Limited also disposed of its entire 80% ordinary shareholding in Kifaru Limited for cash proceeds of Sh.5,300 million. This subsidiary was not considered as a separate unit of operation. Kifaru Limited had been acquired several years ago for cash consideration of Sh.3,750 million. The NCI of 20% was measured at its fair value of Sh.2,000 million at acquisition and the fair values of Kifaru Limited’s net assets were Sh.4,600 million at that date. Goodwill had not suffered any impairment. At the date of disposal, the net assets of Kifaru Limited were carried in the consolidated statement of financial position as follows: |
| 3. | Sh. “million” | |
| Property, plant and equipment | 4,530 | |
| Inventory | 1,030 | |
| Accounts receivable | 750 | |
| Cash and cash equivalents | 300 | |
| Accounts payable | (510) | |
| Net assets at disposal | 6,100 |
| H Limited | S Limited | R Limited | |
| Sh. “million” | Sh. “million” | Sh. “million” | |
| Revenue | 6,200 | 2,840 | 2,120 |
| Cost of sales | (4,680) | (1,640) | (1,180) |
| Gross profit | 1,520 | 1,200 | 940 |
| Other income | 315 | 105 | 60 |
| 1,835 | 1,305 | 1,000 | |
| Distribution costs | (330) | (165) | (180) |
| Administrative expenses | (240) | (140) | (80) |
| Other expenses | (195) | (120) | (60) |
| Operating profit | 1,070 | 880 | 680 |
| Finance costs | (80) | (65) | (50) |
| Finance income | 90 | 70 | 110 |
| Profit before tax | 1,080 | 885 | 740 |
| Income tax expense | (285) | (145) | (140) |
| Profit for the year | 795 | 740 | 600 |
| Other comprehensive income: | |||
| Gain on property revaluation | 160 | 50 | 80 |
| Total comprehensive income for the year | 955 | 790 | 680 |
| 1. | H Limited had acquired a 25% equity interest in R Limited several years ago for a cash consideration of Sh.1,800 million when the retained earnings of R Limited stood at Sh.2,040 million and had no other reserves. On 1 April 2024, H Limited acquired a further 50% equity holding in R Limited for a cash consideration of Sh.3,500 million. The retained earnings of R Limited as at 1 October 2023 amounted to Sh.3,940 million. The original 25% interest in R Limited was considered to be fairly valued at the equity-accounted value as at 1 April 2024. The fair values of net assets of R Limited which approximated their carrying amounts were Sh.4,900 million as at 1 April 2024. |
| 2. | H Limited had also acquired 80% of 500 million equity shares in S Limited on 1 October 2022. This acquisition involved a cash consideration of Sh.2,300 million and a share exchange on the basis of 2 shares in H Limited for every 3 shares acquired in S Limited. The market price of one H Limited’s share at 1 October 2022 was Sh.15 per share. The carrying amount of net assets of S Limited at acquisition was Sh.5,100 million, but the fair value of net assets at 1 October 2022 was Sh.5,300 million. The fair value increase was due to an unrecognised customer list which had a remaining economic useful life of five (5) years at the date of acquisition. |
| 3. | The group policy is to measure the non-controlling interests at their fair values at the date of acquisition. The fair value of non-controlling interests in S Limited was Sh.800 million and in R Limited was Sh.540 million at the respective dates of acquisition. |
| 4. | Assume that all incomes, expenses, gains and losses accrued evenly throughout the year. |
| 5. | No impairment on goodwill was reported during the year ended 30 September 2024. |
Required: | |
| (i) | Goodwill arising on acquisition of S Limited and R Limited. |
| (ii) | Consolidated statement of profit or loss and other comprehensive incomes for the year ended 30 September 2024. |
| Pata Limited | Soma Limited | Jana Limited | |
| Sh.“million” | Sh.“million” | Sh.“million” | |
| Revenue | 7,750 | 4,260 | 2,860 |
| Cost of sales | (5,380) | (2,050) | (1,480) |
| Gross profit | 2,370 | 2,210 | 1,380 |
| Distribution costs | (495) | (290) | (200) |
| Administrative expenses | (760) | (650) | (400) |
| Profit from operations | 1,115 | 1,270 | 780 |
| Finance costs | (90) | (80) | (60) |
| Profit before tax | 1,025 | 1,190 | 720 |
| Income tax expense | (340) | (370) | (220) |
| Profit for the year | 685 | 820 | 500 |
| Other Comprehensive income: | |||
| Items that will not be recycled: | |||
| Gain on property revaluation | 265 | 80 | - |
| Total Comprehensive income | 950 | 900 | 500 |
| Equity as at 30 June 2024: | Pata Limited | Soma Limited | Jana Limited |
| Sh.“million” | Sh.“million” | Sh.“million” | |
| Ordinary share capital | 1,000 | 500 | 300 |
| Revaluation reserve | 265 | 80 | - |
| Retained profit brought forward | 5,480 | 3,730 | 1,450 |
| Profit for the year | 685 | 820 | 500 |
| 7,430 | 5,130 | 2,250 |
| Assets: | Sh.“million” | Sh.“million” |
| Non-Current assets: | ||
| Land and buildings | 820 | |
| Motor vehicles | 680 | |
| Goodwill | 350 | |
| Furniture and equipment | 435 | |
| Patents | 185 | 2,470 |
| Current assets: | ||
| Inventory | 380 | |
| Accounts receivable | 280 | 660 |
| Total assets | 3,130 | |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 each) | 2,000 | |
| 10% Preference shares (Sh.10 each) | 1,000 | |
| Share premium | 400 | |
| Retained earnings | (850) | |
| Total equity | 2,550 | |
| Non-current liabilities: | ||
| 8% debentures | 400 | |
| Current liabilities: | ||
| Accounts payable | 150 | |
| Bank overdraft | 30 | 180 |
| Total equity and liabilities | 3,130 |
| 1. | Baraka Ltd. was formed with an authorised share capital of 300 million ordinary shares of Sh.10 each. |
| 2. | The 10% preference shareholders received four ordinary shares in Baraka Ltd. for every five preference shares held in Ziwa Ltd. Each ordinary shares from Baraka Ltd. was credited at Sh.8 per share. Shareholders were to pay the difference in cash to Baraka Ltd. to make their shares fully paid immediately upon receipt of the shares. |
| 3. | The ordinary shareholders of Ziwa Ltd. received three ordinary shares for every five shares held in Ziwa Ltd. The shares from Baraka Ltd. were credited at Sh.6 per share. The shareholders were to pay the difference in cash to make the shares fully paid immediately after receiving the shares. |
| 4. | The debenture holders of Ziwa Ltd. accepted 25 ordinary shares for every Sh.200 of the debenture, the shares being credited at Sh.8 each. The debenture holders would introduce cash to make the shares fully paid on receipt of the shares. |
| 5. | Dividends of the preference shares were four years in arrears as at 30 June 2024. Baraka Ltd. accepted to pay the amount by issuing two fully paid ordinary shares and Sh.100, 6% debenture for every Sh.800 of the dividend in arrears. |
| 6. | Baraka Ltd. paid Sh.30 million to Ziwa Ltd. for dissolution. This amount was treated as preliminary expenses and was to be written off against profit in the next three years. |
| 7. | Immediately after acquisition, Baraka Ltd. purchased inventory worth Sh.60 million in cash and settled Sh.50 million of the accounts payable. |
| 8. | Assets were transferred to Baraka Ltd. at the following values: | |
| Assets | Sh.“million” | |
| Land and buildings | 620 | |
| Motor vehicles | 550 | |
| Furniture and equipment | 430 | |
| Patents | 140 | |
| Inventory | 280 | |
| Accounts receivable | 250 | |
| Goodwill was presumed to have no value and was to be written off. | ||
| 2022 | 2023 | |
| Assets: | Sh. “million” | Sh. “million” |
| Non-current assets: | ||
| Property, plant and equipment | 3,400 | 4,570 |
| Goodwill | 650 | 1,010 |
| Other intangible assets | 1,630 | 1,440 |
| Investment in associate | - | 770 |
| 5,680 | 7,790 | |
| Current assets: | ||
| Inventories | 1,830 | 1,490 |
| Accounts receivable | 1,750 | 1,220 |
| Cash and cash equivalents | 340 | 450 |
| 3,920 | 3,160 | |
| Total assets | 9,600 | 10,950 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 par value) | 1,000 | 3,000 |
| Revaluation surplus | 210 | 270 |
| Retained earnings | 2,370 | 2,390 |
| 3,580 | 5,660 | |
| Non-controlling interest | 720 | 860 |
| Total equity | 4,300 | 6,520 |
| Non-current liabilities: | ||
| Long-term loans | 1,530 | 1,990 |
| Deferred tax | 820 | 600 |
| 2,350 | 2,590 | |
| Current liabilities: | ||
| Accounts payable | 2,170 | 1,420 |
| Current tax | 780 | 420 |
| 2,950 | 1,840 | |
| Total equity and liabilities | 9,600 | 10,950 |
| Sh. “million” | |
| Revenue | 4,530 |
| Cost of sales | (3,380) |
| Gross profit | 1,150 |
| Distribution costs | (380) |
| Administrative expenses | (430) |
| Operating profit | 340 |
| Finance costs | (140) |
| Share of profit of associate | 180 |
| Profit before tax | 380 |
| Income tax expense | (150) |
| Profit for the year | 230 |
| Other comprehensive income: | |
| Gain on property revaluation | 70 |
| Total comprehensive income for the year | 300 |
| Profit for the year: | |
| Attributable to owners of the parent | 140 |
| Attributable to the non-controlling interests | 90 |
| 230 | |
| Attributable to owners of the parent | 210 |
| Attributable to the non-controlling interests | 90 |
| 300 |
| 1. | During the year ended 31 December 2023, Rahisi Group acquired 60% of the ordinary share capital of Kibo Ltd. for a cash consideration of Sh.720 million. The fair values of the identifiable net assets of Kibo Ltd. at the date of acquisition were as follows: |
| Sh. “million” | ||
| 1. | Property, plant and equipment | 280 |
| Inventories | 160 | |
| Trade receivables | 110 | |
| Cash and cash equivalents | 80 | |
| Trade payables | (120) | |
| Current tax | (30) | |
| Net assets at acquisition | 480 |
| 1. | Rahisi Group measures the non-controlling interests at their fair values at acquisition date. The fair value of the non-controlling interest in Kibo Ltd. at the date of acquisition amounted to Sh.220 million. |
| 2. | The group’s property, plant and equipment comprised the following: | |
| Sh. “million” | ||
| Carrying amount at 1 January 2023 | 3,400 | |
| Additions at cost including assets acquired in Kibo Ltd. | 1,640 | |
| Gain on property revaluation | 70 | |
| Disposals | (330) | |
| Depreciation | (210) | |
| Carrying amount at 31 December 2023 | 4,570 | |
| The disposal proceeds of property, plant and equipment amounted to Sh.540 million and the gain on disposal has been netted off against the administrative expenses. It is also the group policy to make inter-reserve transfer of excess depreciation upon revaluation of property, plant and equipment. | |
| 3. | During the year ended 31 December 2023, Rahisi Group acquired a 30% interest in an associate for a cash consideration. The associate reported a profit of Sh.600 million and paid dividend of Sh.200 million out of the profit during the year. |
| 4. | An impairment review carried out on 31 December 2023 revealed that goodwill and other intangible assets were impaired. |
| 5. | Ignore deferred tax effects on the acquisition of new subsidiary and on the revaluation of property, plant and equipment. |
| P Limited | S Limited | A Limited | |
| Sh.“million” | Sh.“million” | Sh.“million” | |
| Assets: | |||
| Non-current assets: | |||
| Property, plant and equipment | 4,400 | 4,050 | 1,980 |
| Investments: S Limited | 1,300 | - | - |
| Investments: A Limited | 900 | - | - |
| 6,600 | 4,050 | 1,980 | |
| Current assets | 1,500 | 1,250 | 680 |
| Total assets | 8,100 | 5,300 | 2,660 |
| Equity and liabilities: | |||
| Equity: | |||
| Ordinary share capital (Sh.10 each) | 2,000 | 1,000 | 400 |
| Share premium | 800 | 200 | 100 |
| Retained earnings | 3,280 | 2,670 | 1,440 |
| Total equity | 6,080 | 3,870 | 1,940 |
| Non-current liabilities | 1,300 | 800 | 200 |
| Current liabilities | 720 | 630 | 520 |
| Total equity and liabilities | 8,100 | 5,300 | 2,660 |
| P Limited | S Limited | A Limited | |
| Sh.“million” | Sh.“million” | Sh.“million” | |
| Revenue | 4,660 | 3,080 | 1,680 |
| Cost of sales | (2,520) | (1,260) | (620) |
| Gross profit | 2,140 | 1,820 | 1,060 |
| Distribution costs | (510) | (400) | (260) |
| Administrative expenses | (760) | (680) | (360) |
| Profit from operations | 870 | 740 | 440 |
| Finance costs | (130) | (80) | (20) |
| Profit before tax | 740 | 660 | 420 |
| Income tax expense | (150) | (120) | (100) |
| Profit for the year | 590 | 540 | 320 |
| 2023 | 2022 | |
| Assets: | Sh.“million” | Sh.“million” |
| Non-current assets: | ||
| Property, plant and equipment | 7,510 | 5,180 |
| Goodwill | 1,540 | 1,160 |
| Interest in joint venture | 400 | 290 |
| Total non-current assets | 9,450 | 6,630 |
| Current assets: | ||
| Inventory | 1,360 | 1,290 |
| Trade receivables | 1,430 | 1,250 |
| Cash and cash equivalents | 1,060 | 880 |
| Total current assets | 3,850 | 3,420 |
| Total assets | 13,300 | 10,050 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 par value) | 4,000 | 2,000 |
| Share premium | 400 | 200 |
| Revaluation surplus | 800 | 440 |
| Exchange reserve (losses) | (570) | (330) |
| Retained earnings | 1,240 | 1,170 |
| Equity attributable to group owners | 5,870 | 3,480 |
| Non-controlling interests | 2,160 | 1,800 |
| Total equity | 8,030 | 5,280 |
| Non-current liabilities: | ||
| Long term loan | 2,070 | 1,590 |
| Deferred tax | 990 | 1,020 |
| Total non-current liabilities | 3,060 | 2,610 |
| Current liabilities: | ||
| Trade payables | 1,600 | 1,690 |
| Current tax | 610 | 470 |
| Total current liabilities | 2,210 | 2,160 |
| Total equity and liabilities | 13,300 | 10,050 |
| Sh.“million” | |
| Revenue | 5,640 |
| Cost of sales | (4,160) |
| Gross profit | 1,480 |
| Distribution costs | (340) |
| Administrative expenses | (480) |
| Profit from operations | 660 |
| Finance costs | (160) |
| Share of profit of joint venture | 240 |
| Profit before tax | 740 |
| Income tax expense | (220) |
| Profit for the year | 520 |
| Other comprehensive income/losses: | |
| Items that will not be reclassified to profit or loss: | |
| Gain on revaluation of property | 360 |
| Items that may be reclassified to profit or loss: | |
| Loss on retranslation of foreign subsidiary | (300) |
| Total comprehensive income for the year | 580 |
| Profit for the year: | |
| Attributable to the owners of the parent | 440 |
| Attributable to the non-controlling interest | 80 |
| 520 | |
| Total comprehensive income for the year: | |
| Attributable to the owners of the parent | 560 |
| Attributable to the non-controlling interest | 20 |
| 580 |
| 1. | During the year ended 31 December 2023, Bustani Limited acquired 75% of the 100 million ordinary shares of Sh.10 par value each of Kesho Limited, a local subsidiary. The acquisition consideration comprised cash of Sh.880 million and a share exchange of two (2) ordinary shares in Bustani Limited for every three (3) shares acquired in Kesho Limited. The market value of Bustani Limited’s ordinary shares as at the date of acquisition was Sh.12 per share. The fair values of the identifiable net assets of Kesho Limited as at the date of acquisition were determined as follows: |
| 1. | Sh.“million” | |
| Property, plant and equipment | 820 | |
| Inventory | 350 | |
| Trade receivables | 320 | |
| Cash and cash equivalents | 70 | |
| Trade payables | (210) | |
| Current tax | (40) | |
| 1,310 |
| The fair value of the non-controlling interest in Kesho Limited as at the acquisition date was Sh.340 million. | |
| 2. | Depreciation on property, plant and equipment for the year ended 31 December 2023 charged to profit or loss amounted to Sh.310 million. |
| 3. | During the year ended 31 December 2023, Bustani Limited revalued its property for a gain of Sh.360 million. Bustani Limited does not make an inter-reserve transfer for the excess depreciation upon revaluation. |
| 4. | The group policy is to measure the non-controlling interest in all subsidiaries, including the foreign subsidiary, at their fair values at acquisition dates. |
| 5. | The movement in the exchange reserve (losses) relates to the retranslation of net assets and goodwill of an 80% owned foreign subsidiary and comprises the following elements: |
| 5. | Sh.“million” | |
| Property, plant and equipment | (210) | |
| Goodwill | (45) | |
| Inventory | (60) | |
| Trade receivables | (80) | |
| Trade payables | 70 | |
| Current tax | 25 | |
| (300) |
| 6. | Ignore deferred tax consequences on the acquisition of the subsidiary and on the revaluation of property. |
| H Limited | S Limited | |
| Ksh.“million” | Ksh.“million” | |
| Assets: | ||
| Non-current assets: | ||
| Property, plant and equipment | 8,500 | 3,000 |
| Investment in S Limited | 3,000 | - |
| Other intangible assets | 1,600 | 510 |
| 13,100 | 3,510 | |
| Current assets: | ||
| Inventory | 2,500 | 1,960 |
| Trade receivables | 2,300 | 1,320 |
| Cash and cash equivalents | 1,650 | 640 |
| 6,450 | 3,920 | |
| Total assets | 19,550 | 7,430 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Ksh.1/Kr.1 par value) | 5,000 | 1,560 |
| Share premium | 2,000 | 200 |
| Retained earnings | 5,900 | 1,442 |
| Total equity | 12,900 | 3,202 |
| Non-current liabilities: | ||
| 10% loan stock | 1,300 | 1,360 |
| Deferred tax | 650 | 1,268 |
| 1,950 | 2,628 | |
| Current liabilities: | ||
| Trade payables | 3,800 | 1,160 |
| Current tax | 900 | 440 |
| 4,700 | 1,600 | |
| Total equity and liabilities | 19,550 | 7,430 |
| 1. | On 1 October 2022, H Limited acquired an 80% controlling interest in S Limited for a cash consideration of Ksh.3,000 million when the retained earnings of S Limited stood at Kr.540 million. The fair values of the identifiable net assets of S Limited were Kr.2,700 million. The excess of the fair value over the carrying value was due to an increase in value of plant whose remaining economic useful life approximated five (5) years at acquisition. |
| 2. | H Limited uses the fair value method to measure the non-controlling interests in subsidiaries. The fair value of the non-controlling interest in S Limited on 1 October 2022 amounted to Kr.900 million. |
| 3. | On 1 October 2022, H Limited exported goods worth Ksh.180 million on account to S Limited. This transaction has been recorded by both entities. However, the account payable is still recorded at the rate of exchange that prevailed at the date of the transaction, in the financial statements of S Limited. All these goods had been sold to third parties by S Limited as at 30 September 2023. |
| 4. | Goodwill arising on acquisition of S Limited had not been impaired since acquisition. |
| 5. | The following foreign exchange rates are relevant: | |
| Kr. to Ksh.1 | ||
| 1 October 2022 | 0.90 | |
| 30 September 2023 | 0.80 | |
| Average for the year to 30 September 2023 | 0.75 | |
| 6. | S Limited has not issued any ordinary shares since the date of acquisition. |
| 2022 | 2021 | |
| Sh.“million” | Sh.“million” | |
| Assets: | ||
| Non-current assets: | ||
| Property, plant and equipment | 221 | 263 |
| Goodwill | 75 | 142 |
| Investment in associates | 204 | 103 |
| Investment properties | 82 | 60 |
| 582 | 568 | |
| Current assets: | ||
| Inventories | 256 | 201 |
| Trade and other receivables | 219 | 263 |
| Cash and cash equivalents | 103 | 42 |
| 578 | 506 | |
| Total assets | 1,160 | 1,074 |
| Equity and liabilities: | ||
| Equity: | ||
| Share capital | 122 | 102 |
| Retained earnings | 64 | 24 |
| Other components of equity | 59 | 30 |
| 245 | 156 | |
| Non-controlling interest | 104 | 87 |
| Total equity | 349 | 243 |
| Non-current liabilities: | ||
| Loan | 163 | 152 |
| Deferred tax | 44 | 33 |
| 207 | 185 | |
| Current liabilities: | ||
| Trade and other payables | 524 | 486 |
| Income tax payable | 23 | 12 |
| Overdraft | 57 | 148 |
| 604 | 646 | |
| Total equity and liabilities | 1,160 | 1,074 |
| Sh.“million” | |
| Revenue | 1,423 |
| Cost of sales | (1,197) |
| Gross profit | 226 |
| Operating expenses | (150) |
| Profit from operations | 76 |
| Share of profit in associate | 21 |
| Profit on disposal of shares in subsidiary | 3 |
| Finance costs | (12) |
| Profit before tax | 88 |
| Income tax expense | (19) |
| Profit for the period | 69 |
| Other comprehensive incomes - Items that will not be reclassified to profit or loss: | |
| Gain on revaluation of plant and equipment | 50 |
| Income tax on items that will not be reclassified | (10) |
| Total comprehensive income | 109 |
| Profit attributable to: | |
| Equity holders of the parent | 43 |
| Non-controlling interest | 26 |
| Profit for the period | 69 |
| Total comprehensive income attributable to: | |
| Equity holders of the parent | 73 |
| Non-controlling interest | 36 |
| Total comprehensive income for the period | 109 |
| 1. | Machinery with a carrying amount of Sh.12 million was disposed of for cash proceeds of Sh.10 million. Depreciation of Sh.52 million had been charged to operating expenses in the statement of profit or loss. As a result of a revaluation of Ukulima Group’s factories during the year, a transfer was made within equity for excess depreciation of Sh.1 million. Included in trade and other payables at the reporting date is Sh.2 million (2021: Sh. NIL) that related to property, plant and equipment purchased during the period. |
| 2. | Ukulima Group received a government grant of Sh.3 million in cash during the reporting period to help fund the acquisition of machinery needed for its production process. Ukulima Group accounts for grants as a reduction to the cost of assets. |
| 3. | Ukulima Group accounted for investment properties at fair value. Some new investment properties were acquired at a cash price of Sh.14 million during the year. |
| 4. | Ukulima Group disposed of some of its shares held in Shamba Ltd. Ukulima held 90% of the shares in Shamba Ltd. before disposal and 40% of the shares after disposal leaving it with significant influence. The Ukulima Group received cash proceeds from the sale. The profit on disposal of Sh.3 million was correctly calculated and credited to the statement of profit or loss. The fair value of the interest retained in Shamba Ltd. was Sh.32 million. Goodwill and non-controlling interest at the disposal date were Sh.40 million and Sh.4 million respectively. A breakdown of Shamba Ltd.’s net assets as at the date of the share disposal is provided below: |
| Sh.“million” | ||
| Property, plant and equipment | 81 | |
| Trade and other receivables | 32 | |
| Cash and cash equivalents | 6 | |
| Loans | (30) | |
| Trade and other payables | (55) | |
| Net assets at disposal date | 34 | |
| 5. | During the period, Sh.65 million in cash was spent on investments in associates. | |
| 6. | Finance costs included a Sh.2 million loss on the retranslation of a loan that was denominated in a foreign currency. All other finance costs were paid in cash. |
| H Limited | S Limited | |
| Assets: | Sh.“million” | Sh.“million” |
| Non-current assets: | ||
| Property, plant and equipment | 5,550 | 4,200 |
| Investment in S Limited | 4,700 | - |
| 10,250 | 4,200 | |
| Current assets: | ||
| Inventory | 2,700 | 1,800 |
| Trade receivables | 3,120 | 2,180 |
| Cash and cash equivalents | 1,130 | 770 |
| 6,950 | 4,750 | |
| Total assets | 17,200 | 8,950 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 par value) | 10,000 | 5,000 |
| Retained earnings | 3,490 | 1,660 |
| Total equity | 13,490 | 6,660 |
| Non-current liabilities: | ||
| 10% loan notes | 1,800 | 1,200 |
| Current liabilities: | ||
| Trade payables | 1,560 | 840 |
| Current tax | 350 | 250 |
| 1,910 | 1,090 | |
| Total equity and liabilities | 17,200 | 8,950 |
| 1. | H Limited acquired a further 30% interest in S Limited on 1 April 2019 for a cash amount of Sh.2,200 million. At this date, the retained earnings of S Limited amounted to Sh.860 million and the fair value of the previously held 40% interest in S Limited was Sh.3,000 million. |
| 2. | At the time of achieving the controlling interest in S Limited, the fair values of its identifiable net assets approximated their carrying amounts, with the exception of the following items:
|
| 3 | The group policy is to measure the non-controlling interests at their proportionate share of net assets in the subsidiary at the date of acquisition. |
| 4. | On 28 March 2023, H Limited sold goods worth Sh.100 million to S Limited. H Limited reported a gross profit margin of 20% on this sale. S Limited had neither received nor recorded these goods in its books of account as at 31 March 2023. |
| 5. | The current accounts between H Limited and S Limited did not agree due to the goods that remained in transit as per note 4 above. As at 31 March 2023, the trade receivables of H Limited included Sh.600 million due from S Limited. |
| 6. | An impairment review carried out on 31 March 2023, revealed that neither goodwill arising on acquisition, nor the intangible asset with infinite useful life had been impaired. |
| 7. | Ignore all deferred tax consequences on acquisition and fair value measurements of S Limited. |
| 8. | S Limited has not issued any ordinary shares since the date of acquisition. |
Required: | |
| (a) | Determine the equity-accounted value of the investment in S Limited as at 31 March 2019. |
| (b) | Calculate the value of goodwill arising on the acquisition of S Limited as at 1 April 2019. |
| (c) | Consolidated statement of financial position for H Group as at 31 March 2023. |
| Sh.“million” | |
| Revenue | 18,590 |
| Cost of sales | (11,250) |
| Gross profit | 7,340 |
| Distribution costs | (1,330) |
| Administration expenses | (2,460) |
| Profit from operations | 3,550 |
| Fair value gain on short term investments | 170 |
| Finance costs | (280) |
| Profit before tax | 3,440 |
| Income tax expense | (880) |
| Profit for the year | 2,560 |
| Attributable to the group owners | 2,040 |
| Attributable to the non-controlling interests | 520 |
| 2,560 |
| 2022 | 2021 | |
| Sh.“million” | Sh.“million” | |
| Assets: | ||
| Non-current assets: | ||
| Property, plant and equipment | 23,500 | 14,750 |
| Goodwill | 4,200 | 4,140 |
| 27,700 | 18,890 | |
| Current assets: | ||
| Inventory | 8,900 | 7,660 |
| Trade receivables | 7,420 | 7,010 |
| Investments at fair value through profit or loss | 2,570 | 2,400 |
| Cash at bank | 310 | 240 |
| 19,200 | 17,310 | |
| Total assets | 46,900 | 36,200 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 par value) | 20,000 | 15,000 |
| Share premium | 4,500 | 3,000 |
| Retained earnings | 6,010 | 4,340 |
| Equity attributable to group owners | 30,520 | 22,340 |
| Non-controlling interests | 1,840 | 1,080 |
| Total equity | 32,350 | 23,420 |
| Non-current liabilities: | ||
| Deferred consideration | 795 | - |
| Bank loans | 2,600 | 3,000 |
| Deferred tax | 620 | 450 |
| 4,015 | 3,450 | |
| Current liabilities: | ||
| Trade payables | 9,790 | 8,750 |
| Current tax | 745 | 580 |
| 10,535 | 9,330 | |
| Total equity and liabilities | 46,900 | 36,200 |
| 1. | The property, plant and equipment comprised the following: | ||
| 30 September 2022 | 30 September 2021 | ||
| Sh.“million” | Sh.“million” | ||
| Cost | 43,000 | 30,000 | |
| Provision for depreciation | (19,500) | (15,250) | |
| Carrying amount | 23,500 | 14,750 | |
| During the year ended 30 September 2022, G Limited disposed of an item of equipment for cash proceeds of Sh.260 million. The equipment had cost Sh.750 million and had an accumulated depreciation of Sh.370 million. Any gain/loss on disposal and depreciation on property, plant and equipment is included in cost of sales. | |
| 2. | On 1 January 2022, G Limited acquired 75% of the 100 million ordinary shares of Sh.10 each in S Limited. The acquisition consideration comprised a share exchange on the basis of two (2) shares in G Limited for every three (3) acquired shares in S Limited. G Limited was also to pay Sh.810 million to the owners of S Limited on 1 January 2023. G Limited’s cost of capital is 8% per annum. The market values of ordinary shares at 1 January 2022 were Sh.30 and Sh.20 for G Limited and S Limited respectively. The fair values of assets and liabilities of S Limited at the date of acquisition were as follows: |
| 2. | Sh.“million” | |
| Property, plant and equipment: - Cost | 5,000 | |
| Property, plant and equipment: - Provision for depreciation | (2,900) | |
| Inventory | 820 | |
| Trade receivables | 650 | |
| Current tax (refundable) | 20 | |
| Deferred tax asset | 110 | |
| Trade payables | 1,200 | |
| 2,500 |
| 3. | The group policy is to measure the non-controlling interest in subsidiaries at fair value at acquisition dates. The market values of the subsidiaries’ ordinary shares are considered to be representative of the fair values of shares held by the non-controlling interests. |
| 4. | Investments at fair value through profit or loss consist of highly marketable and risk-free securities held by G Limited. |
| 5. | Any impairment loss on goodwill is included in administration expenses. |
| P Limited | S Limited | |
| Sh.“000” | Sh.“000” | |
| Assets: | ||
| Non-current assets: | ||
| Property, plant and equipment | 46,380 | 9,120 |
| Investment in S Limited (cost) | 7,464 | - |
| 53,844 | 9,120 | |
| Current assets | 15,240 | 2,640 |
| Total assets | 69,084 | 11,760 |
| Equity and liabilities: | ||
| Share capital (Sh.1 par value) | 12,240 | 960 |
| Revenue reserves | 47,904 | 9,480 |
| 60,144 | 10,440 | |
| Current liabilities | 8,940 | 1,320 |
| Total equity and liabilities | 69,084 | 11,760 |
| Sh.“000” | Sh.“000” | |
| Revenue | 12,240 | 4,800 |
| Cost of sales and expenses | (10,800) | (4,320) |
| Profit before tax | 1,440 | 480 |
| Income tax expense | (432) | (96) |
| Profit for the year | 1,008 | 384 |
| Other comprehensive income: | ||
| Items that will not be reclassified to profit or loss: | ||
| Gain on property revaluation net of tax | 288 | 96 |
| Total comprehensive income | 1,296 | 480 |
| H Limited | S Limited | L Limited | |
| Sh.“million” | Sh.“million” | Sh.“million” | |
| Revenue | 8,460 | 3,880 | 3,200 |
| Cost of sales | (4,040) | (2,910) | (1,020) |
| Gross profit | 4,420 | 970 | 2,180 |
| Distribution costs | (725) | (200) | (220) |
| Administrative expenses | (1,150) | (350) | (340) |
| Profit from operations | 2,545 | 420 | 1,610 |
| Investment income | 600 | - | - |
| Finance costs | (450) | (175) | (320) |
| Profit before tax | 2,695 | 245 | 1,300 |
| Income tax expense | (680) | (80) | (440) |
| Profit for the year | 2,015 | 165 | 860 |
| Other comprehensive income: | |||
| Gain on property revaluation | 70 | - | - |
| Total comprehensive income | 2,085 | 165 | 860 |
| H Limited | S Limited | L Limited | |
| Sh.“ million” | Sh.“ million” | Sh.“ million” | |
| Assets: | |||
| Non-current assets: | |||
| Property, plant and equipment | 4,600 | 4,940 | 3,820 |
| Investments: | |||
| S Limited | 1,830 | - | - |
| L Limited | 2,500 | - | - |
| Equity investments | 4,000 | - | - |
| 12,930 | 4,940 | 3,820 | |
| Current assets: | |||
| Inventory | 2,250 | 2,450 | 1,875 |
| Trade receivables | 1,980 | 1,710 | 2,700 |
| Cash and cash equivalents | 870 | 600 | 705 |
| 5,100 | 4,760 | 5,280 | |
| Total assets | 18,030 | 9,700 | 9,100 |
| Equity and liabilities: | |||
| Equity: | |||
| Ordinary share capital (Sh.10 par value) | 3,000 | 1,500 | 2,000 |
| Share premium | 2,000 | 500 | - |
| Revaluation surplus | 480 | - | - |
| Retained earnings | 3,420 | 2,070 | 2,090 |
| Total equity | 8,900 | 4,070 | 4,090 |
| Non-current liabilities: | |||
| Long-term borrowings | 4,400 | 2,500 | - |
| Deferred tax | 1,240 | 920 | 1,720 |
| 5,640 | 3,420 | 1,750 | |
| Current liabilities: | |||
| Trade payables | 2,240 | 1,570 | 2,300 |
| Current tax | 1,250 | 640 | 960 |
| 3,490 | 2,210 | 3,260 | |
| Total equity and liabilities | 18,030 | 9,700 | 9,100 |
| 1. | H Limited acquired an 80% ordinary shareholding in S Limited on 1 November 2019 when the retained earnings of S Limited stood at Sh.340 million. The acquisition consideration comprised cash of Sh.1,830 million. The fair values of the identifiable net assets of S Limited at acquisition date were Sh.2,440 million. The excess of the fair values over the carrying values was due to an unrecognised brand whose remaining economic useful life at the date of acquisition was five (5) years. |
| 2. | M Limited is the main competitor of H Limited and on 1 May 2022, M Limited and H Limited each acquired 50% of the 200 million ordinary shares of Sh.10 each in L Limited. The consideration paid by H Limited consisted of cash of Sh.15 per share and also a 1 for 2 share exchange when the market price of H Limited’s share was Sh.20 each. M Limited also paid Sh.15 per share for their interest but did not issue any shares to the owners of L Limited. The ordinary shares of L Limited have one voting right each. Upon the acquisition, H Limited had a contractual right to appoint 60% of the board of L Limited, with the remaining 40% appointed by M Limited. M Limited and H Limited each appointed one member to L Limited’s senior management team. It is the senior manager appointed by H Limited who makes the key decisions regarding the development of L Limited’s new technologies, its principal revenue stream, the market it will operate in and how it is financed. The fair values of L Limited’s net assets approximated their carrying values at the date of acquisition. |
| 3. | H Limited has a policy of measuring the non-controlling interests at fair value. The non-controlling interest in S Limited had a fair value of Sh.970 million at 1 November 2019. |
| 4. | During the year ended 31 October 2022, S Limited sold goods worth Sh.400 million to H Limited. S Limited reports a gross profit margin of 25% on all its sales. 20% of these goods remained in the closing inventory of H Limited as at 31 October 2022. |
| 5. | As at 31 October 2022, no impairment had arisen in respect of the goodwill arising on the acquisition of S Limited and L Limited. |
| 6. | None of the group companies paid dividends during the year ended 31 October 2022. |
| 7. | S Limited had not issued any ordinary shares since its shares were acquired by H Limited. |
Required: | |
| (a). | Consolidated statement of profit or loss and other comprehensive income for H Group for the year ended 31 October 2022. |
| (b) | Consolidated statement of financial position for H Group as at 31 October 2022. |
| P Limited | S Limited | |
| Sh.“million” | Sh.“million” | |
| Assets: | ||
| Non-current assets: | ||
| Property, plant and equipment | 16,875 | 10,230 |
| Investments - S Limited | 13,000 | - |
| Investments - A Limited | 3,650 | - |
| Financial assets at fair value | 6,190 | - |
| 39,715 | 10,230 | |
| Current assets: | ||
| Inventory | 9,980 | 6,930 |
| Trade receivables | 9,480 | 6,580 |
| Cash and cash equivalents | 5,490 | 3,815 |
| 24,950 | 17,325 | |
| Total assets | 64,665 | 27,555 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 par value) | 20,000 | 10,000 |
| Share premium | 4,000 | 2,400 |
| Retained earnings | 16,670 | 5,950 |
| Total equity | 40,670 | 18,350 |
| Non-current liabilities: | ||
| 10% loan notes | 10,500 | 3,500 |
| Deferred tax | 6,150 | 1,870 |
| 16,650 | 5,370 | |
| Current liabilities: | ||
| Trade payables | 5,700 | 3,100 |
| Current tax | 1,645 | 735 |
| 7,345 | 3,835 | |
| Total equity and liabilities | 64,665 | 27,555 |
| Assets: | 2022 | 2021 |
| Non-current assets: | Sh.“million” | Sh.“million” |
| Property, plant and equipment | 2,816 | 3,088 |
| Goodwill | 32 | 152 |
| Other intangible assets | 296 | 216 |
| Investment in associate | 816 | - |
| 3,960 | 3,456 | |
| Current assets: | ||
| Inventories | 944 | 1,320 |
| Trade receivables | 920 | 832 |
| Cash and cash equivalents | 160 | 344 |
| 2,024 | 2,496 | |
| Total assets | 5,984 | 5,952 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital | 800 | 800 |
| Revaluation reserve | 192 | 164 |
| Retained profit | 3,016 | 2,160 |
| 4,008 | 3,124 | |
| Non-controlling interest | 512 | 680 |
| Total equity | 4,520 | 3,804 |
| Non-current liabilities: | ||
| Long-term loans | 688 | 960 |
| Deferred tax | 112 | 120 |
| 800 | 1,080 | |
| Current liabilities: | ||
| Trade payables | 288 | 328 |
| Current tax payable | 376 | 740 |
| 664 | 1,068 | |
| Total equity and liabilities | 5,984 | 5,952 |
| Continuing operations: | Sh.“million” |
| Revenue | 8,903 |
| Cost of sales | (6,544) |
| Gross profit | 2,359 |
| Other income | 25 |
| Distribution costs | (360) |
| Administrative expenses | (504) |
| Operating profit | 1,520 |
| Finance costs | (184) |
| Share of profit of associate | 128 |
| Profit before tax | 1,464 |
| Income tax expense | (320) |
| Profit for the year: Continuing operations | 1,144 |
| Discontinued operations: | |
| Loss for the year from discontinued operations | 200 |
| Profit for the year | 944 |
| Other comprehensive income: | |
| Gain on property revaluation (net of deferred tax) | 28 |
| Total comprehensive income for the year | 972 |
| Profit for the year attributable to: | |
| Owners of the parent | 856 |
| Non-controlling interest | 88 |
| 944 | |
| Total comprehensive income attributable to: | |
| Owners of the parent | 884 |
| Non-controlling interest | 88 |
| 972 |
| 1. | During the year ended 31 March 2022, W Group disposed of its entire 80% shareholding in C Limited for cash. The shares had been acquired on 1 October 2017 for a cash consideration of Sh.1,056 million when the fair value of the net assets of C Limited was Sh.980 million. The fair value of the non-controlling interest at acquisition was Sh.224 million. |
| 2. | Goodwill calculated under the full fair value method, was tested annually for impairment. At 31 March 2021, goodwill relating to C Limited had been impaired by 75%. A goodwill impairment charge has been included within administrative expenses for the current year, but does not relate to C Limited. |
| 3. | The carrying values in the individual accounts of C Limited as at the date of disposal are listed below: |
| 3. | Sh.“million” | |
| Property, plant and equipment | 840 | |
| Inventory | 304 | |
| Trade receivables | 220 | |
| Trade payables | (80) | |
| Deferred tax liability | (48) | |
| Bank overdraft | (16) | |
| 1,220 |
| 4. | The loss for the period from discontinued operations in the consolidated statement of profit or loss and other comprehensive income relates to C Limited and is analysed as follows: |
| 4. | Sh.“million” | |
| Profit before tax | 48 | |
| Income tax expense | (16) | |
| Loss on disposal | (232) | |
| (200) |
| 5. | W Limited purchased a 40% interest in an associate for cash on 1 April 2021. The associate paid a dividend of Sh.80 million in the year ended 31 March 2022. |
| 6. | On 1 April 2021, W Limited commenced development expenditure on Product “Que”. The product is expected to be launched in the year 2023. Sh.56 million amortisation on other intangible assets is included within cost of sales. |
| 7. | There were no disposals of property, plant and equipment during the year except on the sale of C Limited. Depreciation for the year was Sh.160 million and is included within the cost of sales. W Limited revalued its property during the year. The applicable corporation tax rate is 30%. |
| 8. | Part of the additions to property, plant and equipment during the year were imports made by W Limited from a Tanzanian supplier on 31 December 2021 for Tsh.5,400 million. This amount was paid in full on 28 February 2022. Exchange gains and losses are included in other operating incomes or expenses. Relevant exchange rates were as follows: |
| 8. | Tsh. to Ksh.1 | |
| 31 December 2021 | Tsh.24 = Ksh.1 | |
| 28 February 2022 | Tsh.27 = Ksh.1 |
| Assets | 2021 | 2020 |
| Non-current assets: | Sh."million" | Sh."million" |
| Property, plant and equipment (PPE) | 4,275 | 4,185 |
| Goodwill | 945 | 1,080 |
| Other intangible assets | 1,350 | 1,800 |
| Investment in associate | 720 | 810 |
| Financial assets | 1,935 | 1,620 |
| 9,225 | 9,495 | |
| Current assets: | ||
| Inventories | 1,395 | 1,710 |
| Trade receivables | 1,125 | 1,620 |
| Cash and cash equivalents | 4,185 | 2,745 |
| Total assets | 15,930 | 15,570 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital | 8,000 | 6,000 |
| Revaluation surpluses (PPE and financial assets) | 300 | 200 |
| Retained earnings | 3,715 | 3,135 |
| Equity attributable to group owners | 12,015 | 9,335 |
| Equity attributable to non-controlling interest | 810 | 585 |
| Total equity | 12,825 | 9,920 |
| Non-current liabilities: | ||
| Long-term borrowings | 235 | 610 |
| Deferred tax | 315 | 880 |
| Current liabilities: | ||
| Trade payables | 2,115 | 2,920 |
| Current tax | 440 | 1,240 |
| Total equity and liabilities | 15,930 | 15,570 |
| Sh."million" | |
| Revenue | 11,140 |
| Cost of sales | (8,870) |
| Gross profit | 2,270 |
| Distribution costs | (405) |
| Administrative expenses | (450) |
| Operating profit | 1,415 |
| Share of profit of associate | 90 |
| Operating profit and income from associate | 1,505 |
| Investment income (including dividend income) | 270 |
| Finance costs | (100) |
| Profit before tax | 1,675 |
| Income tax expense | (415) |
| Profit for the year | 1,260 |
| Other comprehensive income: | |
| Fair value gain on financial assets | 35 |
| Gain on revaluation of property | 65 |
| Total comprehensive income for the year | 1,360 |
| 1. | During the year ended 31 October 2021, H Limited disposed of its entire 80% equity holding in S Limited for Sh.310 million in cash. The carrying amounts of the identifiable net assets of S Limited at the disposal date comprised: |
| 1. | Sh. "million" | |
| Property, plant and equipment | 210 | |
| Inventories | 90 | |
| Trade receivables | 50 | |
| Cash and cash equivalents | 30 | |
| Trade payables | (60) | |
| Deferred tax liability | (29) | |
| 300 |
| 1. | The gain/loss on disposal of the subsidiary is included in administrative expenses. The disposal of S Limited is not classified as a separate major line of business or geographical operation. The investment in S Limited had been acquired several years ago at a consideration of Sh.230 million when the fair values of the identifiable net assets stood at Sh.250 million. |
| 2. | The group policy is to measure the non-controlling interest in all subsidiaries at their proportionate share of net assets at the acquisition date. |
| 3. | An impairment test carried out at 31 October 2021 showed that goodwill other than that arising on the acquisition of S Limited was impaired. Other intangible assets were also impaired. |
| 4. | H Limited disposed of plant with a carrying amount of Sh.440 million for cash proceeds of Sh.560 million. The gain on disposal is included in administrative expenses. Depreciation charged to profit or loss during the year ended 31 October 2021 was Sh.260 million. |
| 5. | The following schedule relates to the financial assets at fair value through other comprehensive income held by H Limited: |
| 5. | Sh."million" | |
| Balance as at 1 November 2020 | 1,620 | |
| Less carrying amount of financial assets disposed of | (235) | |
| Add purchases of financial assets | 515 | |
| Add fair value gain on financial assets | 35 | |
| Balance as at 31 October 2021 | 1,935 |
| The sale proceeds of financial assets were Sh.360 million. Profit on the sale of the financial assets is included in investment income in the financial statements. | |
| 6. | The profit for the year attributable to the non-controlling interests amounted to Sh.390 million. |
| P Limited | S Limited | |
| Ksh."million" | Fr."million" | |
| Revenue | 2,145 | 10,500 |
| Cost of sales | (915) | (6,300) |
| Gross profit | 1,230 | 4,200 |
| Distribution costs | (150) | (750) |
| Administrative expenses | (345) | (1,350) |
| Operating profit | 735 | 2,100 |
| Investment income | 15 | - |
| Finance costs | (30) | (150) |
| Profit before tax | 720 | 1,950 |
| Income tax expense | (165) | (450) |
| Profit for the period | 555 | 1,500 |
| P Limited | S Limited | |
| Assets: | Ksh."million" | Fr."million" |
| Non-current assets: | ||
| Property, plant and equipment | 4,850 | 7,000 |
| Investment in S Limited | 710 | - |
| 5,560 | 7,000 | |
| Current assets: | ||
| Inventory | 1,030 | 2,400 |
| Trade receivables | 970 | 1,960 |
| Cash and cash equivalents | 410 | 540 |
| 2,410 | 4,900 | |
| Total assets | 7,970 | 11,900 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital | 1,500 | 1,000 |
| Share premium | 500 | - |
| Retained earnings | 2,560 | 3,100 |
| Total equity | 4,560 | 4,100 |
| Non-current liabilities: | ||
| 10% bond | 820 | 2,640 |
| Deferred tax | 740 | 2,160 |
| 1,560 | 4,800 | |
| Current liabilities: | ||
| Trade payables | 1,330 | 2,240 |
| Current tax | 520 | 760 |
| 1,850 | 3,000 | |
| Total equity and liabilities | 7,970 | 11,900 |
| 1. | On 1 January 2021, P Limited acquired 80% of S Limited's 1,000 million Fr 1 ordinary shares for a cash consideration of Fr. 3,550 million. |
| 2. | As at the acquisition date, the carrying value of S Limited's net assets was Fr. 2,600 million, but the fair value was Fr.3,200 million. The excess in fair value over the carrying value was due to an unrecognised brand with a remaining useful economic life of five years as at the acquisition date. |
| 3. | The non-controlling interest in S Limited as at the acquisition date was valued at Fr. 1,450 million using the fair value method. |
| 4. | As at 31 December 2021, it was determined that goodwill arising on the acquisition of S Limited was impaired by 10%. |
| 5. | The following foreign exchange rates are relevant: | |
| Fr. to Ksh.1 | ||
| 1 January 2021 | 5 | |
| 31 December 2021 | 4 | |
| Average for the year ended 31 December 2021 | 6 | |
| Required: | |
| (a) | Determine the exchange differences (gains/losses) arising on the retranslation of net assets and goodwill on acquisition of the foreign subsidiary. |
| (b) | Consolidated statement of profit or loss and other comprehensive income for the year ended 31 December 2021. |
| (c) | Consolidated statement of financial position as at 31 December 2021. |
| Sh. "million" | |
| Revenue | 7,650 |
| Cost of sales | 4,335 |
| Gross profit | 3,315 |
| Operating expenses | (1,540) |
| Share of profit of associate | 835 |
| Finance costs | 260 |
| Profit before tax | 2,350 |
| Income tax expense | (320) |
| Profit for the year | 2,030 |
| Other comprehensive income: | |
| Impairment loss | (250) |
| Re-measurement component | 40 |
| Total comprehensive income | 1,820 |
| Profit for the year attributable to non-controlling interests (NCIs) | 400 |
| 2021 | 2020 | |
| Non-Current Assets: | Sh. "million" | Sh. "million" |
| Property, plant and equipment | 13,400 | 8,800 |
| Goodwill | 2,175 | 1,800 |
| Investment in associate | 3,925 | 3,250 |
| 19,500 | 13,850 | |
| Current Assets: | ||
| Inventories | 1,575 | 2,060 |
| Trade receivables | 1,950 | 1,860 |
| Cash and cash equivalents | 2,710 | 1,085 |
| 6,235 | 5,005 | |
| Total Assets | 25,735 | 18,855 |
| Equity and Liabilities: | ||
| Ordinary share capital (Sh.10 par value) | 6,000 | 4,000 |
| Share premium | 2,250 | 1,250 |
| Retained earnings | 4,510 | 2,880 |
| Revaluation surplus | 375 | 625 |
| Equity attributable to group owners | 13,135 | 8,755 |
| Equity attributable to non-controlling interest | 2,000 | 1,350 |
| Total equity | 15,135 | 10,105 |
| Non-Current Liabilities: | ||
| 10% bonds | 5,500 | 4,000 |
| Deferred tax | 415 | 390 |
| Defined benefit obligation | 910 | 800 |
| 6,825 | 5,190 | |
| Current Liabilities: | ||
| Trade payables | 2,685 | 2,460 |
| Current tax payable | 1,090 | 1,100 |
| 3,775 | 3,560 | |
| Total Equity and Liabilities | 25,735 | 18,855 |
| 1. | During the year ended 30 September 2021, Euro Group acquired an 80% equity interest in Sporty Limited, a local subsidiary quoted in the securities exchange. The purchase consideration on acquisition comprised a share exchange of Sh.2,000 million and cash consideration of Sh.500 million. The market value of the parent entity's share was Sh.16 at the time of acquisition. Sporty Limited's net assets at acquisition had the following fair values:
It is the group policy to measure the non-controlling interests in subsidiaries at their proportionate share of the net assets at acquisition. | ||||||||||||||||
| 2. | Depreciation charged during the year ended 30 September 2021 amounted to Sh.1,240 million and an impairment loss of Sh.535 million was recognised on property. Prior to the impairment review, the group had a balance on the revaluation surplus of Sh.625 million of which Sh.250 million related to property impaired in the current year. | ||||||||||||||||
| 3. | Goodwill was reviewed for impairment at the reporting date and the impairment loss reported in profit or loss. | ||||||||||||||||
| 4. | Euro Group operates a defined benefit scheme. A service cost component of Sh.300 million has been included within the operating expenses while a net interest cost of Sh.40 million has not been accounted for. The remeasurement component for the year ended 30 September 2021 was a gain of Sh.40 million. Benefits paid out of the scheme were Sh.380 million. |
| Pareto Limited | Pamba Limited | Dafu Limited | |
| Assets: | Sh. "million" | Sh. "million" | Sh. "million" |
| Non-current assets: | |||
| Property, plant and equipment | 14,900 | 9,250 | 7,000 |
| Investment - Pamba Limited | 8,500 | - | - |
| Investment - Dafu Limited | 5,750 | - | - |
| Financial sssets | 3,100 | 2,800 | 2,400 |
| 32,250 | 12,050 | 9,400 | |
| Current assets | 3,850 | 4,425 | 3,800 |
| Total assets | 36,100 | 16,475 | 13,200 |
| Equity and liabilities: | |||
| Equity: | |||
| Ordinary share capital | 10,000 | 2,500 | 2,000 |
| Share premium | 5,000 | 1,000 | 500 |
| Retained earnings | 7,825 | 5,250 | 5,750 |
| Total equity | 22,825 | 8,750 | 8,250 |
| Non-current liabilities: | 8,500 | 6,000 | 3,500 |
| Current liabilities | 4,775 | 1,725 | 1,450 |
| Total equity and liabilities | 36,100 | 16,475 | 13,200 |
| 1. | On 1 October 2020, Pareto Limited acquired an 80% equity interest in Pamba Limited when its retained earnings stood at Sh.3,500 million. The purchase consideration comprised 1,250 million of Pareto Limited's shares with a nominal value of Sh.1 each and a market price of Sh.6.80 each. At acquisition of Pamba Limited, the only adjustment required to the identifiable net assets of Pamba Limited was for land which had a carrying amount of Sh.625 million less than its fair value. |
| 2. | The group policy is to measure the non-controlling interest at fair value. At the date of acquisition of Pamba Limited, the non-controlling interest had a fair value of Sh.2,125 million. |
| 3. | Pareto Limited had acquired a 100% equity interest in Dafu Limited a number of years ago when its retained earnings amounted to Sh.1,750 million. At acquisition, the fair values of the identifiable net assets of Dafu Limited approximated their carrying values. The purchase consideration comprised cash amounting to Sh.5,750 million. |
| 4. | Pareto Limited disposed of 60% of its investment in Dafu Limited on 1 April 2021 for Sh. 4,700 million when the fair values of the identifiable net assets of Dafu Limited were Sh. 6,250 million. The fair value of the remaining 40% equity interest was Sh.4,300 million at disposal. Pareto Limited has not accounted for the disposal. |
| 5. | None of the companies had issued any shares since Pareto Limited acquired its shareholding in them. |
| 6. | Neither the goodwill on acquisition of subsidiaries nor the investment in the associate had been impaired. |
| Required: | |||||
| (a) | Goodwill arising on acquisition of the investments in subsidiaries. | ||||
| (b) | Gain or loss arising on disposal of the investment in Dafu Limited as reported in:
| ||||
| (c) | Consolidated statement of financial position as at 30 June 2021. | ||||
| H Limited | S Limited | A Limited | |
| Sh. "million" | Sh. "million" | Sh. "million" | |
| Revenuе | 25,200 | 18,000 | 6,000 |
| Cost of sales | (15,120) | (12,000) | (4,800) |
| Gross profit | 10,080 | 6,000 | 1,200 |
| Distribution costs | (1,344) | (840) | (600) |
| Administrative expenses | (2,196) | (1,080 | (1,320) |
| Investment income (interest and dividend) | 330 | - | - |
| Finance costs | (220) | (150) | - |
| Profit/loss before tax | 6,650 | 3,930 | (720) |
| Income tax expense/relief | (1,800) | (1,200) | 120 |
| Profit/loss for the year | 4,850 | 2.730 | (600) |
| H Limited | S Limited | A Limited | |
| Assets | Sh."million" | Sh."million" | Sh."million" |
| Non-current assets: | |||
| Property, plant and equipment | 25,000 | 16,300 | 6,000 |
| Investment in A Ltd. | 1,920 | - | - |
| Financial asset | 250 | - | - |
| 27,170 | 16,300 | 6,000 | |
| Current assets: | |||
| Inventory | 6,700 | 6,000 | 3,300 |
| Trade receivables | 4,150 | 1,000 | 2,000 |
| Cash and cash equivalents | 1,980 | 400 | 100 |
| 12,830 | 7,400 | 5,400 | |
| Total assets | 40,000 | 43,700 | 11,400 |
| Equity and liabilities: | |||
| Equity: | |||
| Ordinary shares of Sh.10 each | 8,000 | 5,000 | 3,000 |
| Share premium | 4,000 | 2,500 | - |
| Retained earnings | 12,100 | 6,700 | 3,600 |
| 24,100 | 14,200 | 6,600 | |
| Non-current liabilities: | |||
| 8% loan notes | 7,600 | 2,000 | - |
| Current liabilities: | |||
| Trade payables | 5,500 | 5,200 | 3,100 |
| Current tax payable | 2,800 | 2,300 | 1,700 |
| 8,300 | 7,500 | 4,800 | |
| Total equity and liabilities | 40,000 | 40,000 | 11,400 |
| 1. | At the date of acquisition, the fair values of S Limited's identifiable net assets approximated their book values with the exception of an item of plant which had a fair value of Sh.200 million above its carrying value. The plant had a remaining useful life of 10 years (straight-line depreciation) at the date of acquisition. Depreciation on plant is classified as part of cost of sales. The fair value of the plant has not been reflected in S Limited's financial statements. No fair value adjustments were required on the acquisition of A Limited. In addition, at the date of acquisition, S Limited had an internally generated brand which the directors of H Limited believed to have a fair value of Sh.300 million. The brand had an estimated useful life of 6 years. Amortisation charge is classified as an administrative expense. |
| 2. | Immediately after acquisition of S Limited, H Limited invested Sh.250 million in an 8% loan note of S Limited. All interest accruing to 31 March 2020 had been accounted for by both entities. S Limited also had other loans in issue as at 31 March 2020. |
| 3. | After the acquisition, S Limited sold goods to H Limited for Sh.500 million. S Limited had marked up these goods at 25% above their cost. H Limited had 30% of these goods in its inventory as at 31 March 2020. |
| 4. | H Limited's policy is to value the non-controlling interest of S Limited at its fair value at the date of acquisition. For this purpose, the market price of S Limited's shares at the date of acquisition is considered to be representative of the fair value. |
| 5. | Impairment tests were carried out on 31 March 2020 which concluded that due to poor trading performance, the investment in A Limited had been impaired to the extent of Sh.80 million. |
| 6. | SLimited paid dividends amounting to Sh.400 million before the year-end. |
| 7. | All incomes and expenses of the three companies are deemed to accrue evenly over the year unless as otherwise specified. |
| 8. | Other than the share exchange in the acquisition of the ordinary shares in S Limited, there was no other issue of ordinary shares by the group companies. |
| L Group Consolidated statement of financial position as at 31 October: |
| 2020 | 2019 | |
| Assets: | Sh."million" | Sh."million" |
| Non current assets: | ||
| Property, plant and equipment | 10,450 | 10,230 |
| Goodwill | 2,310 | 2,640 |
| Other intangible assets | 3,300 | 5,280 |
| Investment in associate company | 1,760 | - |
| 17,820 | 18,150 | |
| Current assets: | ||
| Inventories | 3,410 | 4,180 |
| Trade receivables | 2,750 | 3,960 |
| Cash and cash equivalents | 10,230 | 7,810 |
| 16,390 | 15,950 | |
| Total assets | 34,210 | 34,100 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary shares of Sh.10 each | 18,150 | 13,750 |
| Revaluation surplus | 600 | 440 |
| Retained earnings | 7,832 | 5,698 |
| 26,582 | 19,888 | |
| Non-controlling interest | 1,980 | 1,430 |
| Total equity | 28,562 | 21,318 |
| Non-current liabilities: | ||
| Long-term borrowings | 291 | 1,056 |
| Deferred tax | 770 | 682 |
| 1,061 | 1,738 | |
| Current liabilities: | ||
| Trade payables | 3,410 | 7,942 |
| Current tax | 1,078 | 3,036 |
| Accrued interest | 99 | 66 |
| 4,587 | 11,044 | |
| Total equity and liabilities | 34,210 | 34,100 |
| L Group Consolidated statement of comprehensive income for the year ended 31 October 2020 |
| Sh."million" | |
| Sales revenue | 27,236 |
| Cost of sales | (21,692) |
| Gross profit | 5,544 |
| Other income | 652 |
| Distribution costs | (1,100) |
| Administrative expenses | (990) |
| Operating profit | 4,106 |
| Finance costs | (242) |
| Share of profit of associate company | 352 |
| Profit before tax | 4,216 |
| Income tax expense | (1,012) |
| Profit for the year | 3,204 |
| Other comprehensive income: | |
| Revaluation of property, plant and equipment | 176 |
| Total comprehensive income for the year | 3,380 |
| Profit for the year: | |
| Attributable to the owners of the parent | 2,522 |
| Attributable to the non-controlling interests | 682 |
| 3,204 | |
| Total comprehensive income for the year: | |
| Attributable to the owners of the parent | 2,698 |
| Attributable to the non-controlling interests | 682 |
| 3,380 |
| 1. | On 1 January 2020, L Limited acquired 75% of the ordinary share capital of G Limited for Sh.660 million. The fair values of the identifiable assets and liabilities of G Limited at the date of acquisition were as set out below:
L group measures the non-controlling interests at their proportionate share of net assets at the date of acquisition. | ||||||||||||||||||
| 2. | The property, plant and equipment (PPE) comprises the following:
The disposal proceeds of PPE were Sh.1,730 million. The gain on disposal is shown as other income. It is the group's policy to make inter-reserve transfer of excess depreciation upon revaluation of PPE to reflect realisation of revaluation surplus. | ||||||||||||||||||
| 3. | L Limited purchased a 40% interest in an associate company for cash on 1 November 2019. The net assets of the associate company at the date of acquisition were Sh.6,160 million. The associate company made a profit after tax of Sh.880 million and paid a dividend of Sh.220 million out of these profits in the year ended 31 October 2020. | ||||||||||||||||||
| 4. | An impairment test carried out on 31 October 2020 revealed that goodwill and other intangible assets were impaired. | ||||||||||||||||||
| 5. | All group companies declared and paid dividends to the shareholders during the year ended 31 October 2020. | ||||||||||||||||||
| 6. | Ignore deferred tax consequences on the acquisition of the investment in the subsidiary and on the revaluation of PPE. |
| P Limited | S Limited | R Limited | |
| Assets: | Sh. "million" | Sh. "million" | Sh. "million" |
| Non-current assets: | |||
| Property, plant and equipment (PPE) | 3,920 | 2,100 | 910 |
| Investment in S Limited | 1,925 | - | - |
| Investment in R Limited | 665 | - | - |
| Financial assets | 315 | 210 | 490 |
| 6,825 | 2,310 | 1,400 | |
| Current assets: | |||
| Inventories | 315 | 127 | 218 |
| Trade receivables | 170 | 69 | 118 |
| Cash and cash equivalents | 120 | 49 | 84 |
| 605 | 245 | 420 | |
| Total assets | 7,430 | 2,555 | 1,820 |
| Equity and liabilities: | |||
| Equity: | |||
| Ordinary shares of Sh. 10 each | 1,000 | 700 | 350 |
| Share premium | 400 | 100 | - |
| Revaluation surplus | 95 | 40 | - |
| Retained earnings | 2,435 | 805 | 665 |
| 3,930 | 1,645 | 1,015 | |
| Non-current liabilities: | |||
| 8% loan note | 1,700 | 500 | 475 |
| Deferred tax | 655 | 200 | 260 |
| 2,355 | 700 | 735 | |
| Current liabilities: | |||
| Trade payables | 570 | 135 | 45 |
| Current tax | 575 | 75 | 25 |
| 1,145 | 210 | 70 | |
| Total equity and liabilities | 7,430 | 2.555 | 1,820 |
| 1. | On 1 July 2018, P Limited acquired 80% of the ordinary shares in S Limited. On this date, the fair value of the identifiable net assets of S Limited was Sh.2,100 million. At acquisition, the retained earnings and the revaluation surplus of S Limited were Sh.560 million and Sh.20 million respectively. No new shares have been issued. The excess of the fair value of the net assets is due to an increase in the value of non-depreciable land. | ||||||||||||
| 2. | On 1 July 2017, P Limited hád acquired 5% of the ordinary shares of R Limited and treated this investment at fair value through profit or loss in the financial statements to 30 June 2019. On 1 January 2020, P Limited acquired a further 55% of the ordinary shares of R Limited and gained control of the company. The consideration for the acquisition of the shares in R Limited was as follows:
As at 1 January 2020, the fair value of the 5% equity interest in R Limited was Sh.175 million. The fair value of the identifiable net assets of R Limited as at 1 January 2020 was Sh.910 million and the retained earnings stood at Sh.520 million. The excess of the fair value of the net assets is due to an increase in value of plant with a remaining economic useful life of four years (straight-line depreciation). | ||||||||||||
| 3 | It is P group's policy to measure the non-controlling interests at fair value. The fair value of noncontrolling interests in S Limited was Sh.525 million and the fair value of non-controlling interests in R Limited was Sh.315 million at the respective dates of acquisition. | ||||||||||||
| 4. | P Limited purchased an item of property, plant and equipment on 1 July 2018 for Sh.300 million. It had an expected useful life of 20 years and is depreciated on the straight-line basis. On 30 June 2019, the item was revalued to Sh.380 million. As at 30 June 2020, impairment indicators triggered an impairment review of the PPE whose recoverable amount was Sh.270 million. The only accounting entry posted for the year ended 30 June 2020 was to account for the depreciation based on the revalued amount as at 30 June 2019. P Limited does not make an inter-reserve transfer of excess depreciation arising from the revaluation of the PPE. | ||||||||||||
| 5. | All goodwill arising from acquisitions has been tested for impairment with no impairment being necessary. | ||||||||||||
| 6. | Neither S Limited nor R Limited had issued any new shares since P Limited acquired its shares in these two companies. |
| H Limited Sh. "million" | S Limited Sh. "million" | R Limited Sh. "million" | |
| Revenue | 4,275 | 2,515 | 1,730 |
| Cost of sales | (2,735) | (1,445) | (1,010) |
| Gross profit | 1,540 | 1,070 | 720 |
| Distribution costs | (305) | (195) | (90) |
| Administrative expenses | (370) | (235) | (120) |
| Profit from operations | 865 | 640 | 510 |
| Finance costs | (45) | (40) | (30) |
| Profit before tax | 820 | 600 | 480 |
| Income tax expense | (160) | (120) | (100) |
| Profit after tax for the year | 660 | 480 | 380 |
| Other comprehensive income: | |||
| Gain on property revaluation | 150 | 80 | - |
| Total comprehensive income | 810 | 560 | 380 |
| 1 | On 1 May 2017, H Limited acquired 75% of the ordinary shares of S Limited, a public limited entity. The purchase consideration was cash of Sh.560 million and the fair value of the identifiable net assets of S Limited was Sh.400 million as at that date. The fair value of non-controlling interest in S Limited as at the date of acquisition was Sh.240 million. H Limited wishes to use the "full goodwill" method for all acquisitions. The ordinary share capital and retained profit of S Limited as at the acquisition date were Sh.100 million and Sh.200 million respectively and there were no other reserves. The excess of the fair value of the identifiable net assets at acquisition is due to an increase in fair value of plant, which is depreciated on a straight-line basis and had a five-year remaining life as at the date of acquisition. |
| 2 | H Limited had acquired 80% of the ordinary shares of R Limited, on 1 May 2016. The purchase consideration was cash of Sh.600 million. R. Limited's identifiable net assets had a fair value of Sh.550 million which was equal to their carrying amounts. The non-controlling interest in R Limited had a fair value of Sh. 150 million at the date of acquisition. |
| 3 | On 1 November 2019, H Limited disposed of 30% of the ordinary shares of R. Limited for a consideration of Sh.375 million. R Limited's identifiable net assets were Sh.675 million and the non-controlling interest of R Limited had a carrying value of Sh.175 million at the date of disposal. The remaining equity interest in R Limited held by H Limited had a fair value of Sh. 575 million on 1 November 2019. After disposal, H Limited would exercise joint control over R Limited. The profits and losses of R Limited are deemed to accrue evenly over the year. |
| 4 | H Limited sold inventory to both S Limited and R Limited at a price of Sh.150 million and Sh.45 million respectively, in the month of October 2019. H Limited sells goods at a gross profit margin of 20% to group companies and third parties. At the year end, half of the inventory sold to S Limited remained unsold but the entire inventory sold to R. Limited had been transferred to third parties. |
| 5 | Goodwill arising on acquisitions has been tested for impairment annually and as at 30 April 2019, goodwill on acquisition of S Limited had reduced in value by i15% and as at 30 April 2020, had lost a further 5% of its original value No impairment had occurred in respect of goodwill on acquisition of R. Limited and the interest in R. Limited |
| Makongeni Group: Consolidated statement of financial position as at 31 October: | ||
Assets: | 2019 Sh."million" | 2018 Sh."million" |
| Non-current assets: | ||
| Property, plant and equipment | 10,180 | 6,500 |
| Goodwill | 7,720 | 7,400 |
| Investment in associate | 2,480 | 2,160 |
| 20,380 | 16,060 | |
| Current assets: | ||
| Inventories | 1,880 | 1,740 |
| Trade receivables | 1,560 | 1,320 |
| Short-term investments | 300 | 200 |
| Cash and bank balances | 540 | 360 |
| 4,280 | 3,620 | |
| Total assets | 24,660 | 19,680 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 par value) | 6,000 | 6,000 |
| Revaluation surplus | 3,000 | 2,100 |
| Retained earnings | 7,020 | 4,340 |
| 16,020 | 12,440 | |
| Non-controlling interest | 1,240 | 1,280 |
| Total equity | 17,260 | 13,720 |
| Non-current liabilities: | ||
| Bank loans | 2,000 | 1,200 |
| Deferred tax | 600 | 420 |
| 2,600 | 1,620 | |
| Current liabilities: | ||
| Trade payables | 3,200 | 2,900 |
| Current tax | 1,600 | 1,440 |
| 4,800 | 4,340 | |
| Total equity and liabilities | 24,660 | 19,680 |
| Makongeni Group: Consolidated statement of comprehensive income for the year ended 31 October 2019 | |
| Sh."million" | |
| Revenue | 8,360 |
| Operating expense | (4,620) |
| Profit from operations | 3,740 |
| Gain on disposal of subsidiary | 400 |
| Finance costs | (140) |
| Share of profit of associate | 460 |
| Profit before tax | 4,460 |
| Income tax expense | (900) |
| Profit after tax for the year | 3,560 |
| Other comprehensive income: | |
| Revaluation gain on property | 800 |
| Other comprehensive income of associate | 200 |
| Total comprehensive income | 4,560 |
| Profit for the year attributable to: | |
| Owners of the parent | 3,180 |
| Non-controlling interests | 380 |
| 3,560 | |
| Total comprehensive income for the year attributable to: | |
| Owners of the parent | 4,080 |
| Non-controlling interests | 480 |
| 4,560 | |
| 1 | During the year, Makongeni Limited acquired 80% of the ordinary share capital of Razak Limited, paying a cash consideration of Sh.6,000 million. The non-controlling interest holding was measured at its fair value of Sh.1,360 million at the date of acquisition. The fair values of the net assets of Razak Limited as at the date of acquisition comprised the following: Sh."million" Property, plant and equipment 5,120 Inventories 600 Trade receivables 960 Cash and cash equivalents 320 Trade payables (880) Tax payables (160) 5,960 |
| 2 | During the year, Makongeni Limited also disposed of its entire 60% ordinary shareholding in Salama Limited. The subsidiary had been acquired several years ago for a cash consideration of Sh.2,400 million. The non-controlling interest holding was measured at its fair value of Sh.1,280 million as at the date of acquisition and the fair value of Salama Limited's net assets was Sh.2,920 million. Goodwill on acquisition of Salama Limited had not suffered any impairment. At the date of disposal, the net assets of Salama Limited had carrying values in the consolidated statement of financial position as set out below: Sh."million" Property, plant and equipment 2,900 Inventories 660 Trade receivables 480 Cash and cash equivalents 200 Trade payables (320) 3,920 |
| 3 | The short term investments are readily convertible into known amounts of cash and there is an insignificant risk of their fair value changing. |
| 4 | Depreciation of Sh.1,540 million was charged during the year. Plant with a carrying amount of Sh.1,000 million was sold for Sh.1,100 million. The gain on disposal was recognised in operating profit. Some properties were revalued during the year resulting in revaluation gain of Sh.800 million being reported. Ignore deferred tax on revaluation of property, plant and equipment. |
Assets: | H Limited Kr."million" | B Limited Ksh."million" |
| Non-current assets: | ||
| Property, plant and equipment | 7,007 | 7,826 |
| Investment in B Limited | 838 | |
| 7,845 | 7,826 | |
| Current assets: | ||
| Inventories | 1,566 | 2,605 |
| Trade receivables | 1,401 | 2,000 |
| Cash and cash equivalents | 1,238 | 1,399 |
| 4,205 | 6,004 | |
| Total assets | 12,050 | 13,830 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital | 2,875 | 3,640 |
| Share premium | 1,437 | 1,820 |
| Retained earnings | 3,350 | 3,640 |
| Total equity | 7,662 | 9,100 |
| Non-current liabilities: | ||
| 10% loan note | 450 | 1,310 |
| Deferred tax | 569 | 1,600 |
| 1,019 | 2,910 | |
| Current liabilities: | ||
| Trade payables | 2,498 | 1,238 |
| Current tax | 871 | 582 |
| 3,369 | 1,820 | |
| Total equity and liabilities | 12,050 | 13,830 |
| 1 | On 1 October 2018, H Limited acquired 80% of the ordinary shares of B Limited when B Limited's retained earnings were 3,100 million Krones. The fair value of the identifiable net assets of B Limited on 1 October 2018 was 9,008 million Krones. The excess of the fair value over the carrying amount of net assets is due to an increase in the value of land. |
| 2 | H Limited wishes to use the "full goodwill" method and the fair value of the non-controlling interest in B Limited as at 1 October 2018 was 4,550 million Krones. There has been no impairment of goodwill since acquisition. |
| 3 | On 1 October 2018, H Limited issued a 10% loan note amounting to Ksh. 40 million to B Limited repayable in ten years' time. Interest on the loan note has been correctly accounted for by both entities. However, the loan note is still recorded in the financial statements of B Limited at the amount obtained by applying the rate of exchange at the date of the issue. |
| 4 | H Limited expanded its overseas operations and on 1 April 2019, acquired an overseas building with a fair value of 715 million Krones. In exchange for the building, H Limited paid the seller with land which it had held for long term capital appreciation. The carrying amount of the land was Ksh.100 million but it had an open market value of Ksh.140 million. H Limited has only recorded the transfer of Ksh.100 million from investment properties to property, plant and equipment. The transaction has commercial substance. H Limited has a policy of depreciating buildings over a period of 35 years and follows the revaluation model. As a result of a surge in the market, it is estimated that the fair value of the overseas building was 800 million Krones as at 30 September 2019. |
| 5 | The following foreign exchange rates are relevant to the preparation of consolidated financial statements: |
| Krones to Ksh.1 | ||
| 1 October 2018 | 6.0 | |
| 1 April 2019 | 5.5 | |
| 30 September 2019 | 5.0 | |
| Average for the year to 30 September 2019 | 5.8 |
Assets: | G Ltd. Sh."million" | S Ltd. Sh."million" | A Ltd. Sh."million" |
| Non-current assets: | |||
| Property, plant and equipment | 4,140 | 1,350 | 1,395 |
| Intangible assets | 891 | 540 | 158 |
| Investments: S Ltd. | 3,285 | ||
| A Ltd | 900 | ||
| 9,216 | 1,890 | 1,553 | |
| Current assets: | |||
| Inventories | 1,102 | 819 | 414 |
| Trade receivables | 2,016 | 891 | 486 |
| Cash and cash equivalents | 909 | 450 | 190 |
| 4,027 | 2,160 | 1,090 | |
| Total assets | 13,243 | 4,050 | 2,643 |
| Equity and liabilities: | |||
| Ordinary share capital | 4,140 | 1,000 | 900 |
| Share premium | 329 | 160 | 90 |
| Retained profits | 4,028 | 1,900 | 625 |
| 8,497 | 3,060 | 1,615 | |
| Non-current liabilities: | |||
| 8% debentures | 1,640 | 288 | 333 |
| Deferred tax | 1,187 | 265 | 243 |
| Current liabilities: | |||
| Trade payables | 1,674 | 319 | 299 |
| Current tax | 245 | 118 | 153 |
| Total liabilities | 4,746 | 990 | 1,028 |
| Total equity and liabilities | 13,243 | 4,050 | 2,643 |
| 1 | On 1 October 2015, G Ltd. acquired 80% of the ordinary shares of S Ltd. for a cash consideration of Sh.3,285 million. At the date of acquisition, the retained earnings of S Ltd. stood at Sh.1,650 million and the fair values of the identifiable net assets of S Ltd. approximated their book values except for an item of plant which had a fair value of Sh.175 million in excess of its carrying amount. The plant had a remaining economic useful life of 5 years as at that date. |
| 2 | On 1 April 2014, G Ltd. gained joint control over A Ltd. having acquired 50% of its ordinary shares for a cash consideration of Sh.500 million. At that date, the retained earnings of A Ltd. amounted to Sh.225 million. G Ltd. accounted for its share of interest in A Ltd. using the equity method in accordance with IAS 28 (Investments in Associates and Joint Ventures). On 1 April 2018, G Ltd. acquired a further 25% shareholding in A Ltd. for an additional cash consideration of Sh.250 million when the retained earnings of A Ltd. amounted to Sh.525 million. The fair value of the original investment in A Ltd. as at 1 April 2018 was Sh.980 million. No fair value adjustments were necessary in respect of the business combination relating to A Ltd. |
| 3 | The group policy is to measure non-controlling interests at fair value. At the respective dates of acquisition, the noncontrolling interests in S Ltd. and A Ltd. had fair values of Sh.200 million and Sh.250 million respectively. |
| 4 | Goodwill of S Ltd. and A Ltd. was tested for impairment as at 30 September 2018. There was no impairment relating to A Ltd. The recoverable amount of the net assets of S Ltd. was Sh.3,480 million. |
| 5 | G Ltd. sold inventory to S Ltd. for Sh.54 million at fair value. G Ltd. reported a loss on the transaction of Sh.9 million and S Ltd. still held half of these goods in inventory at 30 September 2018. |
| 6 | On 1 October 2017, G Ltd. acquired patent rights for Sh.45 million to use in a project to develop new products. G Ltd. completed the investigative phase of the project, incurring an additional cost of Sh.32 million and determined that the project was feasible. An effective and working prototype was created at a cost of Sh.18 million and in order to put the products into a saleable condition, a further Sh.14 million was spent. Finally, marketing costs of Sh.9 million were incurred. All of the above costs are included in the intangible assets of G Ltd. |
| Required: | |
| (a) | Determine the amount of goodwillarising on acquisition of S Ltd. and A Ltd. after the impairment review. |
| (b) | Consolidated statement of financial position of G Ltd. group as at 30 September 2018 in accordance with International Financial Reporting Standards (IFRSs). |
| Tembea Group Consolidated income statement for the year ended 31 March 2019 | |||
| Sh."000" | Sh."000" | ||
| Revenue | 74,364 | ||
| Cost of sales | (56,680) | ||
| Gross profit | 17,684 | ||
| Other incomes: | Investment income | 616 | |
| Gain on disposal of property, plant and equipment | 388 | 1,004 | |
| 18.688 | |||
| Expenses: | |||
| Distributions costs | 3,500 | ||
| Administrative expenses | 5,406 | ||
| Finance costs | 447 | (9,353) | |
| Profit before tax | 9,335 | ||
| Income tax expense | (3,081) | ||
| Profit for the year | 6,254 | ||
| Attributable to: | Holding company | 6,171 | |
| Non-controlling interest | 83 | ||
| 6,254 | |||
| Tembea Group Consolidated statement of financial position as at 31 March: | ||
Assets: | 2019 Sh."000" | 2018 Sh."000" |
| Non-current assets: | ||
| Property, plant and equipment | 24,062 | 19,940 |
| Intangible assets | 324 | 540 |
| 24,386 | 20.480 | |
| Current assets: | ||
| Inventory | 1,936 | 1,771 |
| Trade receivables | 9,792 | 9,085 |
| Cash in hand and bank | 3,923 | 3,679 |
| 15,654 | 14,535 | |
| Total assets | 40,040 | 35,015 |
| Capital and liabilities: | ||
| Ordinary share capital | 2,479 | 2,319 |
| Share premium | 5,889 | 5,569 |
| Other reserves | 555 | 555 |
| Retained earnings | 7,040 | 9,379 |
| 15,963 | 17,822 | |
| Non-controlling interest | 483 | 619 |
| Total equity | 16,446 | 18,441 |
| Non-current liabilities: | ||
| Medium term bank loans | 3,453 | |
| Finance lease obligations | 476 | 715 |
| Deferred tax | 5,479 | 3,301 |
| 9,408 | 4,016 | |
| Current liabilities: | ||
| Trade payables | 10,608 | 9,396 |
| Finance lease obligations | 141 | 202 |
| Current tax | 2,515 | 2,357 |
| Bank overdraft | 104 | |
| Interest accrued | 54 | 11 |
| Dividends proposed | 764 | 592 |
| 14,186 | 12,558 | |
| Total equity and liabilities | 40,040 | 35,015 |
| 1 | Intangible assets represent patents held by the company being amortised over their useful life. No new patents were registered in the year. |
| 2 | Property, plant and equipment is made up as follows: |
Cost/valuation | Land and buildings Sh."000" | Plant and machinery Sh."000" | Total Sh."000" | |
| Balance as at 1 April 2018 | 6,483 | 22,446 | 28,929 | |
| Subsidiary acquired | 1,800 | 3,378 | 5,178 | |
| Additions | 5,611 | 5,611 | ||
| Disposals | (1,092) | (1,092) | ||
| Balance as at 31 March 2019 | 8,283 | 30,343 | 38,626 | |
| Depreciation: | ||||
| Balance as at 1 April 2018 | 2,582 | 6,407 | 8,989 | |
| Charge for year | 820 | 2,232 | 3,052 | |
| Subsidiary acquired | 1,280 | 2,023 | 3,303 | |
| Disposals | (780) | (780) | ||
| Balance as at 31 March 2019 | 4,682 | 9,882 | 14,564 |
| 3 | Share capital is made up as follows: | ||
| Ordinary share capital Sh."000" | Share premium Sh."000" | ||
| As at 1 April 2018 | 2,319 | 5,569 | |
| Shares issued on acquisition | 160 | 440 | |
| Expenses on issue | - | (120) | |
| As at 31 March 2019 | 2,479 | 5,889 | |
| 4 | During the year, Tembea group acquired 100% of the shares of Kesi Ltd. The net assets of Kesi Ltd. as at the time of acquisition were as follows: |
| Sh."000" | ||
| Property, plant and equipment | 1,875 | |
| Inventory | 456 | |
| Trade receivables | 1,170 | |
| Cash at bank and in hand | 42 | |
| Bank overdraft | (73) | |
| Trade payables | (705) | |
| Medium term bank loans | (967) | |
| Deferred tax | (908) | |
| 890 | ||
| Consideration: | ||
| Shares allotted | 600 | |
| Cash | 4,400 | |
| 5,000 |
| 5 | During the year, a provision for ordinary dividend amounting to Sh.4.4 million was made from the retained profits. |
| B Limited | H Limited | |
| Assets: | Sh. "000" | Sh. "000" |
| Non-current assets: | ||
| Property, plant and equipment | 16,500 | 12,000 |
| Intangible assets (copyrights) | 8,400 | |
| 24,900 | 12,000 | |
| Current assets | 52,500 | 30,000 |
| Total assets | 77,400 | 42,000 |
| Equity and liabilities: | ||
| Equity: | ||
| Ordinary share capital (Sh.10 par value) | 30,000 | 16,000 |
| 7.5% cumulative preference share capital (Sh.10 par value) | 10,000 | 24,000 |
| Share premium | 1,600 | 1,400 |
| Retained profits (losses) | (23,400) | (34,300) |
| 18,200 | 7,100 | |
| Non-current liabilities: | ||
| 10% bonds | 20,000 | 15,000 |
| Current liabilities: | ||
| Trade payables | 37,200 | 18,400 |
| Bank overdraft | 2,000 | 1,500 |
| Total equity and liabilities | 77,400 | 42,000 |
| 1 | The authorised share capital of the new company was Sh.120 million comprising 12 million ordinary shares of Sh.10 par value. |
| 2 | Preference dividends in B Limited were three years in arrears while in H Limited, preference dividends had not been paid for two years including the current year to 30 September 2018. Only 20% of the arrears of preference dividends were settled by issue of ordinary shares of Sh.10 each in S Limited. |
| 3 | S Limited issued 3.4 million ordinary shares of Sh.10 each credited at Sh.5 each in favour of the preference shareholders in both companies. The ordinary shares were allotted on the basis of the preference shares held in the old companies. The preference shareholders committed to immediately pay the balance on the shares issued. |
| 4 | The bondholders in both companies were settled immediately by the new company issuing ordinary shares of Sh.10 each to satisfy the nominal value of the bonds. |
| 5 | The new company also issued 4.6 million ordinary shares of Sh.10 each credited at Sh.2.50 each in favour of the ordinary shareholders in the old companies. The ordinary shares were allotted on the basis of the ordinary shares held in the old companies. The ordinary shareholders were to pay the balance on their shares immediately. |
| 6 | The current liabilities of the old companies were transferred to the new company at their book values. |
| 7 | The copyrights in B Limited expired upon amalgamation of the old companies and were therefore to be written 8 off. |
| 8 | The tangible assets were taken over by S Limited at their fair values as follows: |
| B Limited Sh. "000" | H Limited Sh. "000" | ||
| Property, plant and equipment | 12,500 | 9,500 | |
| Current assets | 58,000 | 38,600 |
| 9 | Liquidation expenses of B Limited and H Limited amounting to Sh.8 million and Sh.5 million respectively paid for by S Limited and treated as preliminary expenses. |
| 10 | Assume that all the above transactions were completed by the close of business on 30 September 2018. |
Required: | |
| (a) | The following ledger accounts, in columnar form, to close off the books of B Limited and H Limited: (i). Realisation account. (ii). Preference shareholders sundry members account. (iii). Ordinary shareholders sundry members account. |
| (b) | Journal entries in the books of S Limited to record the transfer of assets and liabilities (Ignore narrations). |
| (c) | Opening statement of financial position of S Limited as at 1 October 2018. |
Assets: | Acacia Ltd. Sh."million" | Baobab Ltd. Sh."million" | Cider Ltd. Sh."million" |
| Nan-current assets: | |||
| Property, plant and equipment | 6,000 | 5,150 | 2,775 |
| Investments | 3,050 | 200 | - |
| 9,050 | 5,350 | 2,775 | |
| Current assets: | |||
| Inventories | 1,520 | 645 | 600 |
| Accounts receivable | 735 | 300 | 315 |
| Current account - Cider Ltd. | - | 105 | - |
| Cash and bank balance | 178 | 450 | 375 |
| 2,433 | 1,500 | 1,290 | |
| Total assets | 11,483 | 6,850 | 4,065 |
| Equity and liabilities: | |||
| Equity: | |||
| Ordinary shares of Sh.1 each | 7,550 | 3,000 | 1,500 |
| Share premium | 67 | 200 | 168 |
| Retained profit | 1,200 | 1,650 | 987 |
| 8,817 | 4,850 | 2,655 | |
| Non-current liabilities: | |||
| 8% debentures | 975 | 1,020 | 900 |
| Current liabilities: | |||
| Accounts payable | 1,050 | 690 | 420 |
| Current tax | 500 | 200 | |
| Dividend payable | 141 | 90 | |
| Current account - Baobab Ltd. | 90 | ||
| 1,691 | 980 | 510 | |
| 11,483 | 6,850 | 4,065 |
| 1 | Acacia Ltd. acquired 40% of the ordinary shares of Baobab Ltd. on 1 July 2016 at a cost of Sh.1,500 million when the retained profit and share premium of Baobab Ltd. were Sh.810 million and Sh.200 million respectively. On 1 January 2018, Acacia Ltd. acquired another 20% of the ordinary shares of Baobab Ltd. for a cash consideration of Sh.1,050 million. On that date, the fair value of the initial 40% ordinary shares of Baobab Ltd. was Sh.1.800 million. |
| 2 | On 1 January 2018, the carrying amount of the net assets of Baobab Ltd. reflected their fair value with the exception of an item of plant. The market value of the item of plant had decreased and the valuation report indicated a reduction of Sh.150 million. The plant had a remaining useful life of three years as at that date. Baobab Ltd. had not adjusted its books to reflect the new value. |
| 3 | Acacia Ltd. acquired 60% of the ordinary shares of Cider Ltd. on 1 July 2017 when the retained profit and share premium of Cider Ltd. were Sh.432 million and Sh.168 million respectively. The cost of this transaction was to be discharged by an issue of 600 million ordinary shares of Acacia Ltd. The fair valuе of the ordinary shares of Acacia Ltd. on 1 July 2017 was Sh.2.5 per share while that of Cider Ltd. was Sh.3.5 per share. This share exchange has not yet been recorded by Acacia Ltd. On 1 July 2017, the carrying amount of the identifiable net assets of Cider Ltd. reflected their fair values. |
| 4 | A quarter of the inventory of Cider Ltd. was purchased from Baobab Ltd. on 1 June 2018. The inventory had been invoiced at a mark-up of 25%. |
| 5 | On 1 June 2018, Acacia Ltd. disposed of a property to Baobab Ltd. at Sh.200 million above its carrying amount. The remaining useful life of this property was 10 years. |
| 6 | At the end of June 2018, Cider Ltd. had declared a final dividend of 3%. These dividends had not been provided for. |
| 7 | Acacia Ltd. has not yet recorded its share of the ordinary dividend from Baobab Ltd. |
| 8 | The difference in the current accounts is due to cash in transit. |
| 9 | Profits and losses of Baobab Ltd. were deemed to accrue evenly from 1 July 2016 until 30 June 2018. |
| 10 | Acacia Ltd. retained all its investments at cost. |
| 11 | The depreciation policy of the group is to depreciate all its property, plant and equipment on a straight line basis making a full year's charge in the year of purchase. |
| 12 | The group values the non-controlling interest at their proportionate share of the fair value of the net assets of the subsidiaries as at the acquisition date. |
| Sh."million" | Sh."million" | |
| Revenue | 5,845 | |
| Cost of sales | (2,160) | |
| Gross profit | 3,685 | |
| Distribution costs | 510 | |
| Administrative expenses | 230 | 740 |
| 2,945 | ||
| Income from interests in associated company | 990 | |
| Operating profit | 3,935 | |
| Profit on disposal of tangible assets | 300 | |
| Income from investments | 80 | |
| Interest payable | (300) | |
| Profit before tax | 4,015 | |
| Income tax | (1,345) | |
| Profit after tax | 2,670 | |
| Non-controlling interest (equity) | (200) | |
| Profit attributable to members of group | 2,470 | |
| Dividend paid | (800) | |
| Retained profit for the year | 1,670 |
Assets: | 2018 Sh.million" | 2017 Sh.million" |
| Non-current assets: | ||
| Tangible assets | 7,750 | 5,000 |
| Intangible assets | 200 | - |
| Investment in associated company | 2,200 | 2,000 |
| Other investments | 820 | 820 |
| 10,970 | 7,820 | |
| Current assets: | ||
| Inventories | 3,930 | 2,000 |
| Trade receivables | 3,700 | 2,550 |
| Cash and bank balances | 9,030 | 3,640 |
| 16,660 | 8,190 | |
| Total assets | 27,630 | 16,010 |
| Equity and liabilities: | ||
| Equity: | ||
| Share capital | 7,880 | 4,000 |
| Share premium | 5,766 | 4,190 |
| Retained earnings | 6,270 | 4,600 |
| 19,916 | 12,790 | |
| Non-controlling interest | 230 | |
| 20,146 | 12,790 | |
| Non-current liabilities | 4,400 | 1,366 |
| Current liabilities | 3,084 | 1,854 |
| Total equity and liabilities | 27,630 | 16,010 |
| 1 | Bakoki Ltd. has two wholly owned subsidiaries. In addition, it acquired a 75% interest in Nyange Ltd. on 1 August 2017. It also holds a 40% interest in Birika Ltd. which it acquired several years ago. Goodwill has not become impaired. |
| 2 | The following are the fair values of Nyange Ltd. at the date of acquisition of its shares: |
| Nyange Ltd. Statement of financial position as at 1 August 2017 |
| Sh."million" | Sh."million" | ||
| Plant and machinery | 330 | ||
| Current assets: | |||
| Inventories | 64 | ||
| Trade receivables | 56 | ||
| Cash and bank balance | 224 | 344 | |
| Current liabilities (including corporation tax of Sh.34 million) | (170) | ||
| 504 | |||
| Share capital | 100 | ||
| Retained earnings | 404 | ||
| 504 |
| 3 | The consideration for the purchase of the shares of Nyange Ltd. comprised 44 million ordinary shares of Sh.10 of Bakoki Ltd. at a value of Sh.550 million and a further payment of Sh.28 million being made in cash. |
| 4 | The tax charge in the consolidated income statement is made up of the following items: |
| Sh."million" | ||
| Corporation tax | 782 | |
| Deferred tax | 208 | |
| Tax attributable to associated company | 355 | |
| 1,345 |
| 5 | The tangible non-current assets of Bakoki Ltd. group comprised the following: |
Cost or valuation: | Building Sh."million" | Plant and Machinery Sh."million" | Total Sh."million" | |
| As at I August 2017 | 5,100 | 2,800 | 7,900 | |
| Additions | 4,200 | 4,200 | ||
| Disposals | (1,000) | (1,000) | ||
| 5,100 | 6,000 | 11,100 | ||
| Depreciation: | ||||
| As at August 2017 | 700 | 2,200 | 2,900 | |
| Charge for the year | 250 | 400 | 650 | |
| Disposal | (200) | (200) | ||
| 950 | 2,400 | 3,350 | ||
| Carrying amount as at 31 July 2018 | 4,150 | 3,600 | 7,750 |
| 6 | Included in the additions to plant and machinery are items totalling Sh.1,700 million acquired under finance leases. The plant and machinery disposed of during the year resulted in aprofit of Sh.300 million. All lease rentals were paid on their due dates. |
| 7 | Non-current liabilities comprise the following: |
| 2018 Sh."million" | 2017 Sh."million" | ||
| Obligations under finance leases | 1,417 | 1,340 | |
| 6% debentures | 2,923 | ||
| Deferred tax | 60 | 26 | |
| 4,400 | 1,366 |
| 8 | There had been an issue of debentures on 1 August 2017. The par value was Sh.3,000 million but they were issued at a discount of Sh.100 million. The effective rate of interest was 7%. |
| 9 | Current liabilities comprised the following items: |
| 2018 Sh."million" | 2017 Sh."million" | ||
| Trade payables | 1,600 | 960 | |
| Obligations under finance leases | 480 | 400 | |
| Corporation tax | 924 | 434 | |
| Accrued interest | 80 | 60 | |
| 3,084 | 1,854 |
| Radi Ltd. Sh."000" | Mvua Ltd. Sh."000" | Upepo Ltd. Sh."000" | |
| Revenue | 92,500 | 48,000 | 30,000 |
| Cost of sales | (70,500) | (36,000) | (18,000) |
| Gross profit | 22,000 | 12,000 | 12,000 |
| Distribution expenses | (2,500) | (1,200) | (1,000) |
| Administrative expenses | (5,500) | (2,400) | (2,000) |
| Finance cost | (100) | - | - |
| Profit before tax | 13,900 | 8,400 | 9,000 |
| Income tax | (3,900) | (1,600) | (2,200) |
| Profit for the year | 10,000 | 6,800 | 6,800 |
| Other comprehensive income: | |||
| Gain on revaluation of land | 500 | ||
| Total comprehensive income | 10,500 | 6,800 | 6,800 |
Assets: | Radi Ltd. Sh."000" | Mvua Ltd. Sh."000" | Upepo Ltd. Sh."000" |
| Non-current assets: | |||
| Property, plant and equipment | 18,300 | 18,900 | 15,000 |
| Investments | 12,600 | 1,200 | 350 |
| 30,900 | 20,100 | 15,350 | |
| Current assets: | |||
| Inventory | 5,200 | 1,000 | 1,400 |
| Trade and other receivables | 4,580 | 800 | 900 |
| Financial assets at fair value | 1,200 | 350 | 1,500 |
| Cash and bank | 1,520 | 250 | 200 |
| 12,500 | 2,400 | 3,000 | |
| Total assets | 43,400 | 22,500 | 18,350 |
| Equity and liabilities: | |||
| Equity: | |||
| Ordinary share capital (Sh.1 par value) | 15,000 | 5,000 | 6,000 |
| Revaluation reserve (property, plant and equipment) | 2,000 | - | - |
| Other equity reserve | 500 | - | - |
| Retained earnings | 12,900 | 9,500 | 5,000 |
| 30,400 | 14,500 | 11,000 | |
| Non-current liabilities: | |||
| 6% loan notes | 3,000 | ||
| Deferred tax | 1,600 | 1,200 | 350 |
| 4,600 | 1,200 | 350 | |
| Current liabilities: | |||
| Trade and other payables | 5,600 | 5,600 | 5,000 |
| Current tax | 2,800 | 1,200 | 2,000 |
| 8,400 | 6,800 | 7,000 | |
| Total equity and liabilities | 43,400 | 22,500 | 18,350 |
| 1 | On 1 January 2018, Radi Ltd. acquired 80% of the equity shares of Mvua Ltd. The consideration consisted of two elements; a share exchange of three shares in Radi Ltd. for every five shares acquired in Mvua Ltd. and the issue of a Sh. 100, 6%, loan note for every 500 shares acquired in Mvua Itd. The share issue has not yet been recorded by Radi Ltd., but the issue of the loan note has been recorded. At the date of acquisition, shares in Radi Ltd. had a market value of Sh.5 each and the shares of Mvua Ltd. had a stock market price of Sh.3.50 cach. Radi Ltd. had earlier acquired 2.4 million shares of Upepo Ltd. on the securities exchange at a price of Sh.1.5 per share on I November 2017. |
| 2 | As at the date of acquisition of the shares in Mvua Ltd., the fair value of Mvua Ltd.'s assets was equal to their carrying amount with the exception of its property which had a fair value of Sh.1.2 million below its carrying amount. This property had a remaining useful life of 8 years. |
| 3 | The group połicy is to revalue all properties to current value at each year end. On 30 April 2018, the value of Mvua Ltd.'s property was unchanged from its value at acquisition, but the land element of Radi Ltd.'s property had increased in value by Sh.500,000 as shown in other comprehensive income. |
| 4 | Sales from Mvua Ltd. to Radi Ltd. in the post-acquisition period were Sh.4,000,000. Mvua Ltd. made a mark-up of 25% on these sales. As at 30 Apri! 2018, Radi Ltd. had Sh.2,000,000 (at cost to Radi Itd.) of inventory that had been supplied in the post-acquisition period by Mvua Ltd. |
| 5 | In April 2018, Radi Ltd. sold goods to Upepo Ltd. for Sh.2.000.000, realising a profit mark-up of 25%. The entire consignment remained unsold as at 30 April 2018 and was included in the inventory of Upepo L.td. |
| 6 | Radi Ltd.'s investments include some available for sale investments that had increased in value by Sh.300,000 during the year. The other equity reserve relates to these investments and is based on their value as at 30 April 2017. There were no acquisitions or disposals of any of these investments during the year ended 30 April 2018. |
| 7 | The group policy is to value the non-controlling interest at fair value at the date of acquisition. For this purpose, the price of Mvua Ltd.'s share as at that date can be determined to be representative of the fair value of the shares held by the noncontrolling interest. |
| 8 | It was determined at the year end that 10% of the goodwill relating to the acquisition of Mvua Ltd. was impaired. |
| 9 | Radi Ltd. owed Mvua Ltd. Sh.100,000 as at the year end with regard to the transaction in Note (4) above. The books of Radi Ltd. however showed that it owed Mvua Ltd. only Sh.80,000. Radi Ltd. had sent a cheque to Mvua Ltd. on 27 April 2018 which had not been received by Mvua Ltd. until 4 May 2018. |
| Required: | |
| (a) | Consolidated statement of comprehensive income for the year ended 30 April 2018. |
| (b) | Consolidated statement of financial position as at 30 April 2018. |
| W Ltd. Sh."million" | S Ltd. Sh."million" | F Ltd. Sh."million" | |
| Revenue | 976 | 420 | 63 |
| Cost of sales | (687) | (228) | (26.2) |
| Gross proit | 289 | 192 | 36.8 |
| Other income | 6.1 | ||
| Dividend received | 8.1 | ||
| Operating expenses | (68) | (54) | (13.4) |
| Finance cost | (12) | (18) | (6.2) |
| Profit before tax | 223.2 | 120 | 17.2 |
| Income tax expense | (45) | (30) | (3.2) |
| Protit after tax for the year | 178.2 | 90 | 14 |
| Other comprehensive income: | |||
| Gain on revaluation of property | 15 | 12 | 2 |
| Total comprehensive income for the year | 193.2 | 102 | 16 |
| Retained earnings (1 April 2016) | 2,350 | 625 | 145 |
| Equity share capital (1 April 2016) | 1,000 | 775 | 10 |
| Maneno Group Statement of comprehensive income for the year ended 31 October 2017 | ||
| Sh. "million" | Sh. "million" | |
| Revenue | 3,075 | |
| Cost of sales | (1,470) | |
| 1,605 | ||
| Gain on sale of subsidiary | 120 | |
| Share of profit after tax in associate | 144 | |
| 1,869 | ||
| Expenses: | ||
| Distribution costs | 240 | |
| Administrative expenses | 480 | |
| Finance cost | 450 | 1,170 |
| Protit before tax | 699 | |
| Income tax expense | (144) | |
| Profit after tax for the vear | 555 | |
| Gain on revaluation of land | 60 | |
| Total comprehensive income for the year | 615 | |
| Attributable to: Parent | 540 | |
| Non-controlling interest | 75 | 615 |
| Maneno Group Statement of financial position as at 31 October: | ||||
| 2017 | 2016 | |||
| Assets: | Sh. "million" | Sh. "million" | Sh. "million" | Sh. "million" |
| Non-current assets: | ||||
| Property, plant and equipment | 18,000 | 13,500 | ||
| Goodwil | 255 | 390 | ||
| Investment in associate | 510 | 420 | ||
| 18,765 | 14,310 | |||
| Current assets: | ||||
| Inventory | 3,900 | 3,090 | ||
| Trade receivables | 3,120 | 3,120 | ||
| Financial assets at fair value | 135 | 30 | ||
| Cash and bank balances | 510 | 7,665 | 390 | 6,630 |
| Total assets | 26,430 | 20,940 | ||
| Equity and liabilities: | ||||
| Ordinary share capital | 6,000 | 4,500 | ||
| Share premium | 900 | |||
| Revaluation reserve | 150 | |||
| Retained profit | 10,200 | 9,960 | ||
| Shareholders' funds attribumable to parent | 17,250 | 14,460 | ||
| Shareholders' funds attributabie to non-controiling interest | 225 | 525 | ||
| 17,475 | 14,985 | |||
| Non-current liabilities: | ||||
| Bank loans | 4,200 | 3,000 | ||
| Obligations under finance lease | 630 | 135 | ||
| Deferred tax | 1,020 | 5,850 | 915 | 4,050 |
| Current liabilities: | ||||
| Trade payables | 2,955 | 1,785 | ||
| Accrued interest | 21 | 27 | ||
| Current tax | 84 | 63 | ||
| Obligations under finance lease | 45 | 3,105 | 30 | 1,905 |
| Total equity and liabilities | 26,430 | 20,940 | ||
| 1 | During the year ended 31 October 2017, depreciation of Sh.240 million was charged in relation to property, plant and equipment. |
| 2 | An item of property with a carrying value of Sh.885 million was disposed of during the year ended 31 October 2017 for Sh.750 million in cash. The loss on disposal is part ofthe cost of sales. |
| 3 | On 1 August 2017, the group disposed of an 80% owned subsidiary for Sh.1,170 million in cash. The subsidiary had the following net assets as at the date of disposal |
| Sh. "million" | ||
| Property, plant and equipment | 2,025 | |
| Inventory | 90 | |
| Trade receivables | 135 | |
| Cash and bank balances | 105 | |
| Trade payables | (540) | |
| Current tax | (15) | |
| Bank loans | (600) | |
| 1,200 |
| The subsidiary had been acquired on 1 November 2012 for a cash payment of Sh.660 million when its net assets had a fair value of Sh.675 million and the non-controlling interest had a fair value of Sh.150 million. | |
| 4 | Additional property, plant and equipment was acquired by way of lease amounting to Sh.900 million during the year ended 31 October 2017. |
| 5 | Dividends paid by the holding company during the year ended 31 October 2017 amounted to Sh.120 million. |
| 6 | Land was revalued upwards by the holding company by Sh.60 million during the year ended 31 October 2017. |
| A Ltd. Sh."million" | B Ltd. Sh."million" | C Ltd. Sh."million" | D Ltd. Sh."million" | |
| Revenue......................... | 1,200 | 850 | 600 | 800 |
| Cost of sales | (650) | (450) | (320) | (410) |
| Gross profit | 550 | 400 | 280 | 390 |
| Other incomes | 50 | 29.5 | - | - |
| 600 | 429.5 | 280 | 390 | |
| Distribution costs | (120) | (70) | (90) | (100) |
| Administrative expenses | (180) | (80) | (120) | (120) |
| Finance cost | (20) | (10) | (30) | (20) |
| Profit before tax | 280 | 269.5 | 40 | 150 |
| Income tax expense | (60) | (80) | (12) | (50) |
| Profit for the period | 220 | 189.5 | 28 | 100 |
| Dividends paid | (80) | (60) | (10) | (50) |
| Retained profit for the year | 140 | 129.5 | 18 | 50 |
| Retained profit brought forward | 450 | 300 | 218 | 260 |
| Retained profit carried forward | 590 | 429.5 | 236 | 310 |
Assets: | A Ltd. Sh."million" | B Ltd. Sh."million" | C Ltd. Sh."million" | D Ltd. Sh."million" |
| Non-current assets: | ||||
| Property, plant and equipment | 1,400 | 800 | 1,200 | 1,100 |
| Intangible assets | 250 | 180 | 200 | 120 |
| Investment in B Ltd. | 800 | |||
| Investment in C Ltd. | 600 | |||
| Investment in D Ltd. | 400 | |||
| Available for sale financial assets | 50 | 30 | ||
| 2,500 | 2,010 | 1,400 | 1,220 | |
| Current assets: | ||||
| Inventory | 100 | 80 | 90 | 70 |
| Trade and other receivables | 160 | 140 | 150 | 120 |
| Bank and cash balances | 40 | 60 | 30 | 50 |
| 300 | 280 | 270 | 240 | |
| Total assets | 2,800 | 2,290 | 1,670 | 1,460 |
| Capital and liabilities: | ||||
| Ordinary share capital (Sh.10 par value) | 1,000 | 500 | 400 | 500 |
| Share premium | 400 | 300 | 250 | 300 |
| Available for sale reserve | 10 | 5 | ||
| Retained profits | 590 | 429.5 | 236 | 310 |
| 2,000 | 1,234.5 | 886 | 1,110 | |
| Non-current liabilities: | ||||
| 10% loan stock | 200 | 100 | 300 | 200 |
| Deferred tax | 40 | 30 | 20 | 30 |
| 240 | 130 | 320 | 230 | |
| Current liabilities: | ||||
| Trade and other payables | 280 | 425.5 | 260 | 100 |
| Bank loans | 200 | 400 | 150 | - |
| Current tax | 80 | 100 | 54 | 20 |
| 560 | 925.5 | 464 | 120 | |
| Total capital and liabilities | 2,800 | 2,290 | 1,670 | 1,460 |
| 1 | A Ltd. acquired 80% of the share capital in B Ltd. on 1 April 2014 when the retained profits of B Ltd. were Sh.100 million. An item of plant in B Ltd. had a fair value of Sh.20 million above its carrying amount and depreciation is at 20% per annum. There were no other reserves other than the share premium. |
| 2 | B Ltd. acquired 75% of the share capital in C Ltd. on 1 April 2015 when the retained profits of C Ltd. were Sh.100 million. Land belonging to C Ltd. had a fair value of Sh.50 million above its carrying amount. |
| 3 | B Ltd. also acquired 40% shares of D Ltd. on 1 April 2015 when the retained profits of D Ltd. were Sh.150 million. |
| 4 | The group uses the partial goodwill method and even though no impairment was reported in previous years, half ofthe goodwill has been reported impaired in the current year for B Ltd. and C Ltd. The goodwill of D Ltd. was not impaired. |
| 5 | Intercompany sales were as follows during the year: |
| Seller | Buyer | Selling price Sh."million" | Margin % | Balance in stock | |
| C Ltd. B Ltd. B Ltd. | B Ltd. A Ltd. B Ltd. | 200 250 100 | 50 40 40 | 50% 25% - |
| 6 | Inter-company balances were as follows: |
| Sh."million" | ||
| Due from B Ltd. to C Ltd. | 40 | |
| Due from A Ltd. to B Ltd. | 50 | |
| Due from D Ltd. to B Ltd. | 20 |
| Sh."million" | Sh."million" | ||
| Revenue (from credit sales) | 25,530 | ||
| Cost of sales | (18,140) | ||
| Gross profit | 7,390 | ||
| Other incomes: | Investment income | 250 | |
| Share of associate company's profit | 200 | 450 | |
| 780 | |||
| Expenses: | |||
| Distribution costs | 1,250 | ||
| Administrative expenses | 2,640 | ||
| Finance costs | 750 | 4,640 | |
| Profit before tax | 3,200 | ||
| Income tax expense | 1,400 | ||
| Profit for the year | 1,800 | ||
| Profit attributable to: | Holding company | 1,650 | |
| Non-controlling interest | 150 | ||
| 1,800 |
| 2016 Sh."million" | 2015 Sh."million" | |
| Non-current assets: | ||
| Property, plant and equipment | 3,800 | 3,050 |
| Intangible assets (including goodwill) | 2,500 | 2,000 |
| Investments: In associate company | 650 | 500 |
| Others | 250 | |
| 6,950 | 5,800 | |
| Current assets: | ||
| Inventories | 1,500 | 1,020 |
| Trade receivables | 3,900 | 3,150 |
| Short-term investments | 500 | - |
| Cash balance | 20 | 10 |
| Total assets | 12,870 | 9,980 |
| Equity and liabilities: | ||
| Ordinary share capital | 2,000 | 1,200 |
| Revaluation reserve | 1,010 | 910 |
| Retained profits | 1,740 | 1,200 |
| Share premium | 1,600 | 1,500 |
| 6,350 | 5,110 | |
| Non-controlling interest | 500 | 300 |
| Non-current liabilities: | ||
| Loan notes | 1,700 | 500 |
| Current liabilities: | ||
| Trade payables | 2,270 | 1,990 |
| Bank overdraft | 850 | 980 |
| Current tax | 1,200 | 1,100 |
| Total equity and liabilities | 12,870 | 9,980 |
| 1 | An item of plant with an original cost of Sh.850 million and with a net book value of Sh.450 million was sold for Sh.320 million during the year ended 31 October 2016. |
| 2 | Other investments were sold for Sh.300 million during the year ended 31 October 2016. |
| 3 | During the year ended 31 October 2016, Kijiko Ltd. acquired 80% of the share capital of Sahani Ltd. The assets of Sahani Ltd. were as follows as at the date of acquisition. |
| Sh."million" | ||
| Property, plant and equipment | 600 | |
| Inventories | 400 | |
| Trade receivables | 300 | |
| Loan notes | (250) | |
| Trade payables | (400) | |
| Bank balance | (100) | |
| Tax | (50) | |
| Net assets | 500 |
| 4 | The following information relates to property, plant and equipment as at: |
| 31 October 2016 Sh."million" | 31 October 2015 Sh."million" | ||
| Cost | 7,200 | 5,950 | |
| Accumulated depreciation | (3,400) | (2,900) | |
| Net book value | 3,800 | 3,050 |
| The cost of property, plant and equipment of Sahani Ltd. on the date of acquisition was Sh.1,000 million and the accumulated depreciation on the property, plant and equipment was Sh.400 million. During the year ended 31 October 2016, there was a revaluation gain of Sh.100 million attributable to the holding company's property, plant and equipment. | |
| 5 | The total purchase consideration of S Ltd. was Sh.450 million paid by issuing Sh.100 million worth of ordinary shares at par. The balance was paid in cash. |
| 6 | Depreciation and loss on sale of plant are included in the cost of sales. |
| H Ltd. KSh. "million" | S Ltd. RWF "million" | |
| Assets: | ||
| Property, plant and equipment | 2,970 | 1,460 |
| Investment in S Ltd. | 480 | |
| Loan to S Ltd. | 50 | |
| Current assets | 3,550 | 1,020 |
| Total assets | 7,050 | 2,480 |
| Equity and liabilities: | ||
| Ordinary shares of KSh.10/RWF 10 | 600 | 320 |
| Share premium | 500 | 200 |
| Retained earnings | 3,600 | 950 |
| Total equity | 4,700 | 1,470 |
| Non-current liabilities | 300 | 410 |
| Current liabilities | 2,050 | 600 |
| Total equity and liabilities | 7,050 | 2,480 |
| H Ltd. KSh. "million" | S Ltd. RWF "million" | |
| Revenue | 2,000 | 1,420 |
| Cost of sales | (1,200) | (960) |
| Gross profit | 800 | 460 |
| Distribution and administration expenses | (300) | (200) |
| Profit from operations | 500 | 260 |
| Interest receivable | 40 | - |
| Interest payable | - | (20) |
| Profit before tax | 540 | 240 |
| Income tax expense | (200) | (90) |
| Profit for the year | 340 | 150 |
| 1 | Goodwill is reviewed for impairment annually. As at 30 April 2016, the impairment loss on recognised goodwill was RWF 42 million. |
| 2 | During the year ended 30 April 2016, S Ltd. purchased raw materials from H Ltd. and denominated the purchase in RWF in its financial records. The details of the transaction are as shown below: |
| Nature of goods | Date of transaction | Selling price KSh. "million" | Profit percentage on selling price | |
| Raw materials | 1 February 2016 | 60 | 20% |
| As at 30 April 2016, half of the raw materials purchased were still in the inventory of S Ltd. | |
| 3 | H Ltd. issued an interest-free loan to S Ltd. of KSh.50 million on 1 May 2015. The loan was repaid on 31 May 2016. S Ltd. included the loan in its non-current liabilities. |
| 4 | The fair value of the net assets of S Ltd. as at the date of acquisition is assumed to be the same as the carrying value. |
| 5 | H Ltd. paid a dividend of KSh.80 million during the year ended 30 April 2016. This dividend had not been included in the company's income statement. |
| 6 | The corporation tax rate is 30%. |
| 7 | It is the group's policy to value the non-controlling interest at acquisition at its proportionate share of the fair value of the subsidiary's identifiable net assets. |
| 8 | The following exchange rates are relevant to the financial statements: |
| RWF to KSh. | ||
| 30 April 2015/1 May 2015 | 2.5 | |
| I November 2015 | 2,6 | |
| I February 2016 | 2.0 | |
| 30 April 2016 | 2.1 | |
| Average rate for the year ended 30 April 2016 | 2.0 |
| Statement of comprehensive income for the year ended 31 March 2016: | ||||
| D Ltd. Sh."million" | S Ltd. Sh."million" | E Ltd. Sh."million" | A Ltd. Sh."million" | |
| Revenue | 26,400 | 24,000 | 20,000 | 15,000 |
| Cost of sales | (12,000) | (12,000) | (16,000) | (12,000) |
| Gross profit | 14,4000 | 12,000 | 4,000 | 3,000 |
| Investment income | 3,520 | 540 | - | - |
| 17,920 | 12,540 | 4,000 | 3,000 | |
| Distribution cost | (3,320) | (2,360) | (1,360) | (800) |
| Administrative expenses | (3,880) | (2,440) | (1,140) | (900) |
| Finance cost | (420) | - | ||
| Profit before tax | 10,300 | 7,740 | 1,500 | 1,300 |
| Income tax expenses | (2,440) | (2,400) | (580) | (500) |
| Profit for the year | 7,860 | 5,340 | 920 | 800 |
| Other comprehensive income: | ||||
| Adjustment of available for sale | ||||
| financial assets | 500 | - | - | - |
| Total comprehensive income | 8,360 | 5,340 | 920 | 800 |
| Statement of financial position as at 31 March 2016: | ||||
| D Ltd. | S Ltd. | E Ltd. | A Ltd. | |
| Non-current assets: | Sh."million" | Sh."million" | Sh."million" | Sh."million" |
| Property, plant and equipment | 8,760 | 2,200 | 4,500 | 3,500 |
| Investment in: S Ltd. | 6,720 | - | ||
| E Ltd. | - | 4,600 | ||
| A Ltd. | 4,480 | |||
| Available for sale tinancial assets | 3,000 | |||
| 22,960 | 6,800 | 4,500 | 3,500 | |
| Current assets: | ||||
| Inventories | 2,100 | 2,200 | 1,650 | 1,270 |
| Trade receivables | 2,640 | 6,600 | 500 | 800 |
| Financial assets at fair value through profit and loss | 1,000 | |||
| Cash and cash equivalents | 400 | 2,200 | 300 | 430 |
| 6,140 | 11,000 | 2,450 | 2,500 | |
| Total assets | 29,100 | 17,800 | 6,950 | 6,000 |
| Equity and liabilities: | ||||
| Equity: | ||||
| Ordinary share capital (Sh.100 par value) | 6,000 | 3,200 | 2,000 | 2,500 |
| Share premium | 3,000 | 1,600 | 1,000 | 1,250 |
| Revenue reserves | 9,580 | 5,600 | 2,120 | 1,650 |
| 18,580 | 10,400 | 5,120 | 5,400 | |
| Non-current liabilities: | ||||
| 12% loan stock | 3,500 | |||
| Deferred tax liabilitv | 2,660 | 2,200 | 370 | |
| Current liabilities: | ||||
| Trade and other payables | 2,020 | 3,000 | 790 | 460 |
| Current income tax | 2,340 | 2,200 | 670 | 140 |
| 10,520 | 7,400 | 1,830 | 600 | |
| Total equity and liabilities | 29,100 | 17,800 | 6,950 | 6,000 |
| 1 | D Ltd. acquired its investments in S Ltd. and A Ltd. when the revenue reserve balances of S Ltd. and A Ltd. were Sh.2,600 million and Sh.650 million respectively. |
| 2 | The revenue reserves of E Ltd. amounted to Sh.2,400 million as at 1 July 2010 and Sh.2,750 million as at 1 April 2011. |
| 3 | During the year ended 31 March 2016, S Ltd. sold goods atanormal mark up of 33/,% at a price of Sh.2,400 million to D Ltd. 20% of the goods remained unsold by D Ltd. as at 31 March 2016. |
| 4 | The financial assets held at fair value through profit and loss in the books of D Ltd. have not been adjusted to their fair value of Sh.1,200 million. Revenue reserves of D Ltd. include the fair value adjustment of available for sale financial assets. |
| 5 | Investment income includes dividends received from subsidiaries. D Ltd. received Sh.3,200 million from S Ltd. while S Ltd. received Sh.360 million from E Ltd. Total dividends paid by D Ltd. amounted to Sh.2.000 million. |
| 6 | The disposal proceeds from the sale of shares in A Ltd. on 30 June 2015 amounted to Sh.1,500 million received in cash. D Ltd. will account for the remaining interest in A Ltd. using the equity method in accordance with IAS 28. |
| 7 | Included in trade receivables and trade payables are the following balances:
|
| 8 | Inventories sold by S Ltd. to D Ltd. worth Sh.60 million at normal mark up had neither been received nor recorded by D Ltd. as at 31 March 2016. |
| 9 | All goodwill of the investee companies had been impaired by 25% during the year ended 31 March 2015. No impairment occurred in the year ended 31 March 2016. The group uses the partial goodwill method in preparing the group financial statements. |
| Samaki Group Statement of comprehensive income for the year ended 31 December 2015 | |||
| Sh."million" | Sh."million" | ||
| Revenue | 24,600 | ||
| Cost of sales | (19,230) | ||
| 5,370 | |||
| Other incomes: | Share of profit after tax from associate | 249 | |
| Gain on disposal of property, plant and equipment | 45 | ||
| Interest income | 141 | ||
| 5,805 | |||
| Distribution costs | 2,406 | ||
| Administrative expenses | 1,110 | ||
| Finance costs | 111 | (3,627) | |
| Profit before tax | 2,178 | ||
| Income tax expense | (594) | ||
| Profit after tax for the year | 1,584 | ||
| Attributable to: | |||
| Parent | 1,254 | ||
| Non-controlling interest | 330 | ||
| 1,584 | |||
| Samaki Group Statement of financial position as at 31 December: | ||
Assets: | 2015 Sh."million" | 2014 Sh."million" |
| Non-current assets: | ||
| Property, plant and equipment | 3,957 | 3,270 |
| Goodwill | 270 | 246 |
| Investments | 2,310 | 810 |
| 6,567 | 4,326 | |
| Current assets: | ||
| Inventories | 2,400 | 1,914 |
| Trade receivables | 1,830 | 1,440 |
| Cash and cash equivalents | 135 | 420 |
| 4,365 | 3,774 | |
| Total assets | 10,932 | 8,100 |
| Capital and liabilities: | ||
| Capital and reserves: | ||
| Ordinary share capital (Sh.10 par value) | 540 | 450 |
| Share premium account | 255 | 45 |
| Revaluation reserve | 90 | 30 |
| Retained earnings | 597 | 306 |
| Non-controlling interest | 753 | 450 |
| Long-term liabilities: | ||
| Interest bearing borrowings | 4,194 | 3,180 |
| Current liabilities | 4,503 | 3,639 |
| 10,932 | 8,100 | |
| Statement of changes in equity for the year ended 31 December 2015: | |||||
| Share capital Sh."million" | Share premium Sh."million" | Revaluation reserve Sh."million" | Retained earnings Sh."million" | Total Sh."million" | |
| Balance brought down (1 January 2015) | 450 | 45 | 30 | 306 | 831 |
| Gain on revaluation of property | 60 | - | 60 | ||
| Net profit for the period | 1,254 | 1,254 | |||
| Dividend paid | (378) | - | |||
| Exchange difference: On retranslation of foreign investment | (615) | - | |||
| Exchange difference: On loan to finance equity investment | 30 | 30 | |||
| Issue of share capital | 90 | 210 | - | - | 300 |
| Balance carried down (31 December 2015) | 540 | 255 | 90 | 597 | 1,482 |
| 1 | Samaki Ltd. acquired 80% of the ordinary shares in Zebra Ltd. on 1 January 2015. The fair value of the assets of Zebra Ltd. as at 1 January 2015 were as follows: |
| Sh."million" | ||
| Property, plant and equipment | 180 | |
| Inventories | 120 | |
| Trade receivables | 45 | |
| Cash and cash equivalents | 105 | |
| Trade payables | (48) | |
| Accruals | (12) | |
| Current tax | (90) | |
| Net assets | 300 |
| The purchase consideration was Sh.291 million and comprised 6 million ordinary shares of Sh.10 par value in Samaki Ltd. (issued at Sh.40 each) and Sh.51 million in cash. | |
| 2 | The summary of property, plant and equipment was as follows: |
| Sh."million" | ||
| Balance as at 1 January 2015 | 3,270 | |
| Additions (including Zebra Ltd.) | 834 | |
| Revaluation of property, plant and equipment | 60 | |
| Disposal | (90) | |
| Depreciation | (117) | |
| Balance as at 31 December 2015 | 3,957 |
| There have been no sales of investments. The investments included under non-current assets were made up of the following items as at 31 December: |
| 2015 Sh."million" | 2014 Sh."million" | ||
| Investment in associate company | 900 | 660 | |
| Trade investments (including purchases of foreign equity investment) | 1,440 | 150 |
| Interest receivable included in trade receivables was Sh.45 million as at 1 January 2015 and Sh.51 million as at 31 December 2015. | |
| 3 | Current liabilities comprised the following items as at 31 December: |
| 2015 Sh."million" | 2014 Sh."million" | ||
| Trade payables (including interest payable of Sh.27 million as at 31 December 2015) | 3,579 | 2,739 | |
| Current tax | 609 | 600 | |
| Accruals | 315 | 300 | |
| 4,503 | 3,639 |
| 4 | The exchange differences included in the statement of changes in equity relate to a transaction involving a foreign equity investment. An interest bearing loan of Sh.900 million was obtained during the year to finance the foreign equity investment. Both amounts are after retranslation as at 31 December 2015. |
| 5 | During the year ended 31 December 2015, an interest bearing loan amounting to Sh.300 million was obtained to acquire additional property, plant and equipment. The assets were acquired in the course of the year. |