AMALGAMATION & RECONSTRUCTION AFTERSCHO☺OL   –  DEVELOPING CHANGE MAKERS  CENTRE FOR SOCIAL ENTREPRENEURSHIP  PGPSE PROGRAMME –  World’ Most Comprehensive programme in social entrepreneurship & spiritual entrepreneurship OPEN FOR ALL FREE FOR ALL
AMALGAMATION & RECONSTRUCTION Dr. T.K. Jain. AFTERSCHO☺OL Centre for social entrepreneurship Bikaner  M: 9414430763 [email_address] www.afterschool.tk ,  www.afterschoool.tk
WHAT IS RECONSTRUCTION? Reorganisation of the company by any of the following means:  Revaluation of assets Changing the rights of different shares Reorganisation of the capital
Types of amalgamation Merger Purchase
Merger  Al the assets and liabilities of the transferor company becomes the assets and liabilities of transferee company Those people who have shares of transferor company, now have shares of transferee company.  The business of transferor company is done by transferee company now.
Purchase consideration. . Fair value of assets and liabilities
Illustration . .  Assets: 180 Liabilities:  (creditors : 20, debentures 40, preference shares 25, reserve: 10) Calculate purchase consideration.  It should be 120. However, the purchaser is giving only 80 / or 180. what to do of remaining amount?  Capital reserve =120-80 = 40 answer. Goodwill = 180-120 = 60 answer.
Methods for accounting of amalgamations Pooling of interests method Purchase method
Pooling of interests method It is used in the case of amalgamation in the nature of merger. Here we takeover assets / libilities at their carrying value (book value) (we make adjustments as per accounting policies only). The balance amount is reserve / payment consideration.
Purchase method It is adopted in the case of purchase of another unit.  Here assets and liabilities are taken over at fair value. Only statutory reserves are taken over.
Illustration . .
Additional information & question X Ltd takes over Y Ltd on 1st Apnl, 2006 X Ltd discharges the purchase consideration as below (i) Issued 3,50,000 equity shares of As. 10 each at par to the equity shareholders of Y Ltd. (ii) Issued 15% preference shares of Rs. 100 each to discharge the preference shareholders of YLtd. at 10% premium. The debentures of Y Ltd. will be converted into equivalent number of debentures of X Ltd. The statutory reserves of Y Ltd. are to be maintained for 2 more years. Show the balance sheet of X Ltd. after amalgamation on the assumption that: (a) the amalgamation is in the nature of merger. (b) the amalgamation is in the nature of purchase.
Solution. . Purchase method Total assets:  (15.5+17+3.5+5+9.5+10.3+5.2) = 66 (assuming this value as fair value) Liabilities: (1.5+3.5+3.5+)=8.5  66-8.5 = 57.5 Total consideration(35+18.7)=53.7 Capital reserve = 3.8 Investment allowance reserve 1, export profit reserve 2
Merger accounts  3.5 Liabilities 8 Cred. 12 Investment ` 8.5 Debenture 12.45 Cash  12.5 P&l  19.3 Debtors  1 Invest allw 22 Stock 5 Export res. 9.25 Furniture  .8 Reserve  49.5 Plant  40.7 Preferece  40.5 Land &b 85 Share
Illustration . .
Prateek Global Solutions. is formed to amalgamate the two businesses. The purchase consideration for assets, payable in cash, is agreed at As. 10,00,000 for Gonne Ltd. (excluding the shares of Drie Ltd.) and As. 4,50,000 for Drie Ltd. In addition, the new company agrees to issue Rs. 1,00,000 6 1/2% Debentures in exchange for the Debentures in Gonne Ltd. The creditors of Gonne Ltd. Drie Ltd. were paid Rs. 1,35,000 and Rs. 1,58,000 respectively. Close the books of the vendor companies.
Books of Drie Ltd.  Realisation account: (all figures in lakhs) Debit: (fixed assets 3.7, current .5)  Credit (leasehold red. Reserve .30, creditors .02, purchase consideration 4.5) Balancing figure .62 (credited to shareholders).
Books of Gonne  Realisation Account  Debit: (fixed assets: 5.10, current assets 3.34, investments .068,) Credit: (debentures 1, creditors .01 purchase consideration – Prateek  Global solutions 10) Balancing figure : 2.542 (credited to shareholders)
Similarly close all accounts. Debit or credit the accounts by realisation accounts.
ABOUT AFTERSCHO☺OL  Afterschoool conducts three year integrated PGPSE (after class  12 th   along with  IAS / CA / CS ) and 18 month PGPSE (Post Graduate Programme in Social Entrepreneurship) along with preparation for  CS / CFP / CFA  /CMA / FRM . This course is also available online also. It also conducts workshops on social entrepreneurship in schools and colleges all over India – start social entrepreneurship club in your institution today with the help from afterschoool and help us in developing society.
Why such a programme? To promote people to take up entrepreneurship and help develop the society To enable people to take up franchising and other such options to start a business / social development project To enable people to take up social development as their mission To enable people to promote spirituality and positive thinking in the world
Who are our supporters? Afterschoolians, our past beneficiaries, entrepreneurs and social entrepreneurs are supporting us. You can also support us – not necessarily by money – but by being promotor of our concept and our ideas.
About AFTERSCHO☺OL  PGPSE – the best programme for developing great entrepreneurs Most flexible, adaptive but rigorous programme Available in distance learning mode Case study focused- latest cases  Industry oriented practical curriculum Designed to make you entrepreneurs – not just an employee Option to take up part time job – so earn while you learn  The only absolutely free course on internet
Workshops from AFTERSCHO☺OL  IIF, Delhi CIPS, Jaipur ICSI Hyderabad Branch Gyan Vihar, Jaipur Apex Institute of Management, Jaipur Aravali Institute of Management, Jodhpur Xavier Institute of Management, Bhubaneshwar  Pacific Institute, Udaipur Engineering College, Hyderabad
Flexible Specialisations: Spiritualising business and society Rural development and transformation HRD and Education, Social Development NGO and voluntary work Investment analysis,microfinance and inclusion  Retail sector, BPO, KPO Accounting & Information system  (with CA / CS /CMA) Hospital management and Health care Hospitality sector and culture and heritage Other sectors of high growth, high technology and social relevance
Salient features: The only programme of its kind (in the whole world) No publicity and low profile course For those who want to achieve  success in life  – not just a degree Flexible  – you may stay for a month and continue the rest of the education by distance mode. / you may attend weekend classes  Scholarships for those from poor economic background Latest  and constantly changing curriculum – keeping pace  with the time Placement  for those who are interested Admissions open throughout the year  Latest and most advanced technologies, books and study material
Components  Pedagogy curriculum and approach based on IIM Ahmedabad and ISB Hyderabad (the founder is alumnus from IIMA & ISB Hyderabad) Meditation, spiritualisation, and self development  Essential softwares for business Business plan,  Research projects Participation in conferences / seminars Workshops on leadership, team building etc.  Written submissions of research projects/articles / papers Interview of entrepreneurs, writing biographies of entrepreneurs Editing of journals / newsletters Consultancy / research projects  Assignments,  communication skill workshops Participation in conferences and seminars Group discussions, mock interviews, self development diaryng  Mind Power Training & writing workshop (by Dr. T.K.Jain)
Pedagogy  Case analysis, Articles from Harvard Business Review  Quiz, seminars, workshops, games,  Visits to entrepreneurs and industrial visits Presentations, Latest audio-visuals Group discussions and group projects Periodic self assessment Mentoring and counselling Study exchange programme (with institutions out of India) Rural development / Social welfare projects
Branches AFTERSCHO☺OL  will shortly open its branches in important cities in India including Delhi, Kota, Mumbai, Gurgaon and other important cities. Afterschooolians will be responsible for managing and developing these branches – and for promoting social entrepreneurs.
Case Studies We want to write case studies on social entrepreneurs, first generation entrepreneurs, ethical entrepreneurs. Please help us in this process. Help us to be in touch with entrepreneurs, so that we may develop entrepreneurs.
Basic values at AFTERSCHO☺OL  Share to learn more Interact to develop yourself Fear is your worst enemy Make mistakes to learn  Study & discuss  in a group Criticism is the healthy route to mutual support and help  Ask fundamental questions : why, when, how  & where? Embrace change – and compete with yourself only
www.afterschoool.tk   social entrepreneurship for better society

Accounting And Bookkeeping For Business And Management 13 October

  • 1.
    AMALGAMATION & RECONSTRUCTIONAFTERSCHO☺OL – DEVELOPING CHANGE MAKERS CENTRE FOR SOCIAL ENTREPRENEURSHIP PGPSE PROGRAMME – World’ Most Comprehensive programme in social entrepreneurship & spiritual entrepreneurship OPEN FOR ALL FREE FOR ALL
  • 2.
    AMALGAMATION & RECONSTRUCTIONDr. T.K. Jain. AFTERSCHO☺OL Centre for social entrepreneurship Bikaner M: 9414430763 [email_address] www.afterschool.tk , www.afterschoool.tk
  • 3.
    WHAT IS RECONSTRUCTION?Reorganisation of the company by any of the following means: Revaluation of assets Changing the rights of different shares Reorganisation of the capital
  • 4.
    Types of amalgamationMerger Purchase
  • 5.
    Merger Althe assets and liabilities of the transferor company becomes the assets and liabilities of transferee company Those people who have shares of transferor company, now have shares of transferee company. The business of transferor company is done by transferee company now.
  • 6.
    Purchase consideration. .Fair value of assets and liabilities
  • 7.
    Illustration . . Assets: 180 Liabilities: (creditors : 20, debentures 40, preference shares 25, reserve: 10) Calculate purchase consideration. It should be 120. However, the purchaser is giving only 80 / or 180. what to do of remaining amount? Capital reserve =120-80 = 40 answer. Goodwill = 180-120 = 60 answer.
  • 8.
    Methods for accountingof amalgamations Pooling of interests method Purchase method
  • 9.
    Pooling of interestsmethod It is used in the case of amalgamation in the nature of merger. Here we takeover assets / libilities at their carrying value (book value) (we make adjustments as per accounting policies only). The balance amount is reserve / payment consideration.
  • 10.
    Purchase method Itis adopted in the case of purchase of another unit. Here assets and liabilities are taken over at fair value. Only statutory reserves are taken over.
  • 11.
  • 12.
    Additional information &question X Ltd takes over Y Ltd on 1st Apnl, 2006 X Ltd discharges the purchase consideration as below (i) Issued 3,50,000 equity shares of As. 10 each at par to the equity shareholders of Y Ltd. (ii) Issued 15% preference shares of Rs. 100 each to discharge the preference shareholders of YLtd. at 10% premium. The debentures of Y Ltd. will be converted into equivalent number of debentures of X Ltd. The statutory reserves of Y Ltd. are to be maintained for 2 more years. Show the balance sheet of X Ltd. after amalgamation on the assumption that: (a) the amalgamation is in the nature of merger. (b) the amalgamation is in the nature of purchase.
  • 13.
    Solution. . Purchasemethod Total assets: (15.5+17+3.5+5+9.5+10.3+5.2) = 66 (assuming this value as fair value) Liabilities: (1.5+3.5+3.5+)=8.5 66-8.5 = 57.5 Total consideration(35+18.7)=53.7 Capital reserve = 3.8 Investment allowance reserve 1, export profit reserve 2
  • 14.
    Merger accounts 3.5 Liabilities 8 Cred. 12 Investment ` 8.5 Debenture 12.45 Cash 12.5 P&l 19.3 Debtors 1 Invest allw 22 Stock 5 Export res. 9.25 Furniture .8 Reserve 49.5 Plant 40.7 Preferece 40.5 Land &b 85 Share
  • 15.
  • 16.
    Prateek Global Solutions.is formed to amalgamate the two businesses. The purchase consideration for assets, payable in cash, is agreed at As. 10,00,000 for Gonne Ltd. (excluding the shares of Drie Ltd.) and As. 4,50,000 for Drie Ltd. In addition, the new company agrees to issue Rs. 1,00,000 6 1/2% Debentures in exchange for the Debentures in Gonne Ltd. The creditors of Gonne Ltd. Drie Ltd. were paid Rs. 1,35,000 and Rs. 1,58,000 respectively. Close the books of the vendor companies.
  • 17.
    Books of DrieLtd. Realisation account: (all figures in lakhs) Debit: (fixed assets 3.7, current .5) Credit (leasehold red. Reserve .30, creditors .02, purchase consideration 4.5) Balancing figure .62 (credited to shareholders).
  • 18.
    Books of Gonne Realisation Account Debit: (fixed assets: 5.10, current assets 3.34, investments .068,) Credit: (debentures 1, creditors .01 purchase consideration – Prateek Global solutions 10) Balancing figure : 2.542 (credited to shareholders)
  • 19.
    Similarly close allaccounts. Debit or credit the accounts by realisation accounts.
  • 20.
    ABOUT AFTERSCHO☺OL Afterschoool conducts three year integrated PGPSE (after class 12 th along with IAS / CA / CS ) and 18 month PGPSE (Post Graduate Programme in Social Entrepreneurship) along with preparation for CS / CFP / CFA /CMA / FRM . This course is also available online also. It also conducts workshops on social entrepreneurship in schools and colleges all over India – start social entrepreneurship club in your institution today with the help from afterschoool and help us in developing society.
  • 21.
    Why such aprogramme? To promote people to take up entrepreneurship and help develop the society To enable people to take up franchising and other such options to start a business / social development project To enable people to take up social development as their mission To enable people to promote spirituality and positive thinking in the world
  • 22.
    Who are oursupporters? Afterschoolians, our past beneficiaries, entrepreneurs and social entrepreneurs are supporting us. You can also support us – not necessarily by money – but by being promotor of our concept and our ideas.
  • 23.
    About AFTERSCHO☺OL PGPSE – the best programme for developing great entrepreneurs Most flexible, adaptive but rigorous programme Available in distance learning mode Case study focused- latest cases Industry oriented practical curriculum Designed to make you entrepreneurs – not just an employee Option to take up part time job – so earn while you learn The only absolutely free course on internet
  • 24.
    Workshops from AFTERSCHO☺OL IIF, Delhi CIPS, Jaipur ICSI Hyderabad Branch Gyan Vihar, Jaipur Apex Institute of Management, Jaipur Aravali Institute of Management, Jodhpur Xavier Institute of Management, Bhubaneshwar Pacific Institute, Udaipur Engineering College, Hyderabad
  • 25.
    Flexible Specialisations: Spiritualisingbusiness and society Rural development and transformation HRD and Education, Social Development NGO and voluntary work Investment analysis,microfinance and inclusion Retail sector, BPO, KPO Accounting & Information system (with CA / CS /CMA) Hospital management and Health care Hospitality sector and culture and heritage Other sectors of high growth, high technology and social relevance
  • 26.
    Salient features: Theonly programme of its kind (in the whole world) No publicity and low profile course For those who want to achieve success in life – not just a degree Flexible – you may stay for a month and continue the rest of the education by distance mode. / you may attend weekend classes Scholarships for those from poor economic background Latest and constantly changing curriculum – keeping pace with the time Placement for those who are interested Admissions open throughout the year Latest and most advanced technologies, books and study material
  • 27.
    Components Pedagogycurriculum and approach based on IIM Ahmedabad and ISB Hyderabad (the founder is alumnus from IIMA & ISB Hyderabad) Meditation, spiritualisation, and self development Essential softwares for business Business plan, Research projects Participation in conferences / seminars Workshops on leadership, team building etc. Written submissions of research projects/articles / papers Interview of entrepreneurs, writing biographies of entrepreneurs Editing of journals / newsletters Consultancy / research projects Assignments, communication skill workshops Participation in conferences and seminars Group discussions, mock interviews, self development diaryng Mind Power Training & writing workshop (by Dr. T.K.Jain)
  • 28.
    Pedagogy Caseanalysis, Articles from Harvard Business Review Quiz, seminars, workshops, games, Visits to entrepreneurs and industrial visits Presentations, Latest audio-visuals Group discussions and group projects Periodic self assessment Mentoring and counselling Study exchange programme (with institutions out of India) Rural development / Social welfare projects
  • 29.
    Branches AFTERSCHO☺OL will shortly open its branches in important cities in India including Delhi, Kota, Mumbai, Gurgaon and other important cities. Afterschooolians will be responsible for managing and developing these branches – and for promoting social entrepreneurs.
  • 30.
    Case Studies Wewant to write case studies on social entrepreneurs, first generation entrepreneurs, ethical entrepreneurs. Please help us in this process. Help us to be in touch with entrepreneurs, so that we may develop entrepreneurs.
  • 31.
    Basic values atAFTERSCHO☺OL Share to learn more Interact to develop yourself Fear is your worst enemy Make mistakes to learn Study & discuss in a group Criticism is the healthy route to mutual support and help Ask fundamental questions : why, when, how & where? Embrace change – and compete with yourself only
  • 32.
    www.afterschoool.tk social entrepreneurship for better society