Holding Company Accounts

Legal Requirements for Presentation of Information to Members of the Holding Company:

A holding company is required, u/s 212, to attach to its balance sheet the following documents in respect of each of its subsidiaries:

1. a copy of the balance sheet of the subsidiary;
2. a copy of its profit and loss account;
3. a copy of the report of its Board of Directors;
4. a copy of the report of its auditors;
5. a statement of the holding company’s interest in the subsidiary as specified in Section 212(3);
6. the statement, if any, refereed to in Section 212(5);
7. the report, if any, referred to in section 212(6).

Rules for Consolidation:

1. Investments of the Holding Co. and the Share Capital of theSubsidiary Co. are not recorded in the consolidated Balance sheet of the holding and subsidiary company.

2. Calculation of Capital Profits and Revenue Profits is to be done keeping the date of acquisition as the criterion. Any profit or loss of the subsidiary up to the date of acquisition, constitute capital loss or profit in the hands of holding co. and after acquisition it becomes revenue profit.

3. Revenue profits of the subsidiary company to the extent of holding company’s share will be added to the profit balance of holding company.

4. Revenue Reserve Value (Post acquisition) of the subsidiary company to the extent of holding company’s share is added to the Reserve balance of holding company.

5. Calculation of Minority Interests: This is algebraic sum of outside share holding + share in capital profit + share in revenue profit - Miscellaneous expenditure if any; etc. and this item is to be shown as a liability in Consolidated Balance Sheet.

6. Calculation of Cost of Control: Excess paid or less paid for acquisition of shares in the subsidiary is to be shown as Goodwill or Capital Reserve. It is calculated as price paid for acquisition of shares less nominal value of shares, less bonus shares if any issued out of pre-acquisition profits or reserves, less share in capital profit or loss.

   Price Paid for Acquisition of Shares in Subsidiary			xxx
   Add / Less: Nominal Value of Shares	xxx
   Add / Less: Nominal Value of Bonus Shares	xxx
   Add / Less: Capital Profit / Loss	xxx
   Total of Adjustments			xxx
   Capital Reserve / Goodwill			xxx

   
   
7. Stock Reserve: (Unrealised Profit Included in Closing Stock)
   The need for this adjustment arises when either the holding company sells goods to the subsidiary company or the subsidiary company sells goods to the holding company. And these goods are usually sold at normal selling prices. In such cases, either of the company might have part of such stock which is not yet sold included in their stock. Therefore at the time of consolidation the holding company should eliminate the unrealised profit on this stock fully.
   Stock Reserve = Rate of Profit x Inter-Purchase Stock x Share Ratio of Holding Co.
   The stock reserve amount is subtracted from profit balance of holding co. and also from closing stock.

8. Intragroup Balances: like debtors and creditors should be eliminated from both sides of the consolidated Balance Sheet. Inter-Bills Receivable and Bills Payable are also not included. Inter Bills Receivable and Bills Payable = Mutual Bills accepted – Bills Endorsed / Discounted from Bank.
9. Revaluation of assets and liabilities: Profit or loss arising on revaluation is a part of pre-acquisition profit/loss and accordingly it should distributed to minority and holding company in their respective holding ratios.

10. Treatment of Bonus: This depends on source from which it is declared. If it is from pre acquisition profits, it will not influence cost of control whereas if it issued from post acquisition profit, it effects cost of control, i.e. goodwill may be reduced or capital reserve may be increased.

11. Treatment of Dividend (Final and Interim):
    If the dividend is received for pre-acquisition period, it should not be credited to P&L a/c of the Holding company. It should be reduced from the cost of investments. (See AS 13 for details).
    If the dividend is received for post-acquisition period, it should be credited to the P&L a/c of the Holding Co.

12. Proposed dividend relating to Minority interest should be shown separately in the holding company’s Balance Sheet.

13. If Profit and Loss Account Balances of last year and current year are not given separately then we prepare Profit and Loss Adj. Account and find current year profit.

14. Goodwill or Preliminary Expenses are written off from Pre-Acquisition Reserves profit and if such profits are insufficient then it will be written off from post acquisition profits.

15. Outstanding Interest on Debenture (which relates to Debentures purchased by Holding Co.)
    Outstanding Interest on Debentures is reduced by Interest on debentures purchased by the holding company at the time of consolidation. Interest on debentures purchased by the holding company is added with profit balance of Holding Co.