quiz associates and joint arrangements updated
TRANSCRIPT
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Case 1Joint Operation or Joint Venture?
A and B (the parties) are two companies in theconstruction industry.
Contractual arrangement to work together for the
purpose of fulfilling a contract with a government for
the design and construction of a road between twocities. The contractual arrangement establishes
joint control.
A and B set up a separate vehicle (Z) through which
to conduct the arrangement.
The main feature of entity Zs legal form is that the
parties, not entity Z, have rights to the assets, and
obligations for the liabilities, of the entity.
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The contractual arrangement between A and
B additionally establishes that: the rights to all the assets needed to undertake
the activities of the arrangement are shared by
the parties on the basis of their participation in
the arrangement; the parties have several responsibility for all
operating and financial obligations relating to
the activities of the arrangement on the basis of
their participation shares in the arrangement;
and the profit or loss resulting from the activities of
the arrangement is sharedby A and B on the
basis of their participation shares in the
arrangement.
Case 1 continuedJoint Operation or Joint Venture?
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Separate vehicles
Contractual
terms
Other
Legal formYes
Yes
No
No
No
Yes
Joint Venture
JointOpera
tion
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Do the parties have rights to the assetsand obligations for the liabilities?
Do the parties have contractualrights to
the assets, and obligations for theliabilities?
Is the arrangement designed so:
a) Its activities primarily aim to provide
parties with an output, and(b) It depends on the parties for settling
liabilities?
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Separate vehicleJV?
Legal form of the separate vehicle?
Parties have the rights to assets and
liabilities of the separate vehicle
Likely to be ajoint operation
Case 1 continuedJoint Operation or Joint Venture?
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Case 2Joint Operation or Joint Venture?
A and B (the parties) set up a separate vehicle(entity H) and a Joint Operating Agreement (JOA)
to undertake oil and gas exploration, development
and production activities.
The main feature of entity Hs legal form is that itcauses the separate vehicle to be considered in its
own right.
The JOA specifies that the rights and obligations
arising from the exploration, development and
production activities shall be shared (ie the permits,
the production obtained, all costs associated with
the activities, taxes payable, etc).
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Separate vehicles
Contractual
terms
Other
Legal formYes
Yes
No
No
No
Yes
Joint Venture
JointOpera
tion
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Do the parties have rights to the assetsand obligations for the liabilities?
Do the parties have contractualrights to
the assets, and obligations for theliabilities?
Is the arrangement designed so:
a) Its activities primarily aim to provide
parties with an output, and(b) It depends on the parties for settling
liabilities?
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Case 2 continuedJoint Operation or Joint Venture?
Separate vehicle
Has rights to own assets and liabilties
Contractual rights?
Specifies that rights and obligations shall be shared
by the parties
Link to the objective of a joint operationassets and
liabilities that rightly belong on the entitys statement of
financial position must be recognised
Likely to be ajoint operation
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Case 3Joint Operation or Joint Venture?
Banks A and B (the parties) agreed to combine theircorporate, investment banking, asset management
and services activities by establishing a separate
vehicle (bank C).
The main feature of bank Cs legal form is that it
causes the separate vehicle to be considered in its
own right.
Banks A and B each have a 40 per cent ownership
interest in bank C, with the remaining 20 per cent
being listed and widely held.
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Band A and bank B entered into an irrevocable
agreement under which, even in the event of a dispute,
both banks agree to provide the necessary funds in
equal amountsand, if required, jointly and severally,to
ensure that bank C complies with the applicable
legislation and banking regulations, and honours anycommitments made to the banking authorities.
This commitment represents the assumption by each
party of 50 per cent of any funds needed to ensure that
bank C complies with legislation and banking
regulations.
The terms of the contractual arrangement do not
specify that the parties have rights to the assets, or
obligations for the liabilities, of bank C.
Case 3 continuedJoint Operation or Joint Venture?
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Separate vehicles
Contractual
terms
Other
Legal formYes
Yes
No
No
No
Yes
Joint Venture
JointOpera
tion
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Do the parties have rights to the assetsand obligations for the liabilities?
Do the parties have contractualrights to
the assets, and obligations for theliabilities?
Is the arrangement designed so:
a) Its activities primarily aim to provide
parties with an output, and(b) It depends on the parties for settling
liabilities?
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Separate vehicle
Vehicles assets and liabilities considered in own
right
Specific facts and circumstances Agreement exposes the entities to risk
Extent and probability of exposure?
Likely to be a JV BUT, if not probablesimilar to a financial
guarantee contract (is fee paid by Bank C?)
Case 3 continuedJoint Operation or Joint Venture?
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Case 4Joint Operation or Joint Venture?
Two parties structure a joint arrangement in anincorporated entity (entity C) in which each party has
a 50 per cent ownership interest. The purpose of the
arrangement is to manufacture materials required by
the parties for their own individual manufacturing
processes.
The legal form of entity C (an incorporated entity)
through which the activities are conducted initially
indicates that the assets and liabilities held in entity C
are the assets and liabilities of entity C. The contractual arrangement between the parties
does not specify that the parties have rights to the
assets or obligations for the liabilities of entity C.
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Case 4 continuedJoint Operation or Joint Venture?
The parties agreed to purchase all the outputproduced by entity C in a ratio of 50:50. Entity C
cannot sell any of the output to third parties, unless
this is approved by the two parties to the
arrangement. Because the purpose of the
arrangement is to provide the parties with output they
require, such sales to third parties are expected to be
uncommon and not material.
The price of the output sold to the parties is set by
both parties at a level that is designed to cover thecosts of production and administrative expenses
incurred by entity C. On the basis of this operating
model, the arrangement is intended to operate at a
break-even level. IFRS Foundation | 30 Cannon Street | London EC4M 6XH | UK. www.ifrs.org
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Separate vehicles
Contractual
terms
Other
Legal formYes
Yes
No
No
No
Yes
Joint Venture
JointOpera
tion
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Do the parties have rights to the assetsand obligations for the liabilities?
Do the parties have contractualrights to
the assets, and obligations for the
liabilities?
Is the arrangement designed so:
a) Its activities primarily aim to provide
parties with an output, and(b) It depends on the parties for settling
liabilities?
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Case 4 continuedJoint Operation or Joint Venture?
Separate legal entity
Agreement provides rights to underlying assets and
obligation for underlying liabilities
Agreement requires entities to buy production at cost:
Risk is carried by partieshave to pay production
cost
Therefore, vehicle wont be profitable
If lossesrisk borne by entities
Likely to be ajoint operation
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Quiz: Associates, joint ventures and
joint arrangements
Question 1: Which of the following provideevidence to support the existence of
significant influence by an investor?
a. representation on board of directors?b. material transactions between the
investor and the investee?c. interchange of managerial personnel?
d. provision of essential technical info?e. all of the above?
IFRS Foundation | 30 Cannon Street | London EC4M 6XH | UK. www.ifrs.org
Q
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Quiz: Associates, joint ventures and
joint arrangements
Question 1: Which of the following provideevidence to support the existence of
significant influence by an investor?
a. representation on board of directors?b. material transactions between the
investor and the investee?c. interchange of managerial personnel?
d. provision of essential technical info?e. all of the above?
IFRS Foundation | 30 Cannon Street | London EC4M 6XH | UK. www.ifrs.org
Q i A i j i d
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Quiz: Associates, joint ventures and
joint arrangements
Question 2: An investor (that uses fullIFRSs) in a joint venture has joint controlaccounts for that investment using theequity method unless:
a. Investor is a parent and the scopeexemption in paragraph 4(a) of IFRS 10
b. A venture capital organisation or similarentity can elect to measure itsinvestments in associates or joint
ventures at fair value through profit orloss in accordance with IFRS 9.
c. Both a. and b.
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Q i A i t j i t t d
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Quiz: Associates, joint ventures and
joint arrangements
Question 2: An investor (that uses fullIFRSs) in a joint venture has joint controlaccounts for that investment using theequity method unless:
a. Investor is a parent and the scopeexemption in paragraph 4(a) of IFRS 10
b. A venture capital organisation or similarentity can elect to measure itsinvestments in associates or joint
ventures at fair value through profit orloss in accordance with IFRS 9.
c. Both a. and b.
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21Questions or comments?
Expressions of individual viewsby members of the IASB and its
staff are encouraged.
The views expressed in this
presentation are those of the
presenter.
Official positions of the IASB on
accounting matters are
determined only after extensive
due process and deliberation.
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2011 IFRS Foundation | 30 Cannon Street | London EC4M 6XH | UK | www.ifrs.org
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The requirements are set out in International FinancialReporting Standards (IFRSs), as issued by the IASB at1 January 2012 with an effective date after 1 January2012 but not the IFRSs they will replace.
The IFRS Foundation, the authors, the presenters andthe publishers do not accept responsibility for losscaused to any person who acts or refrains from actingin reliance on the material in this PowerPointpresentation, whether such loss is caused by
negligence or otherwise.
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IFRS Foundation | 30 Cannon Street | London EC4M 6XH | UK. www.ifrs.org IFRS Foundation | 30 Cannon Street | London EC4M 6XH | UK. www.ifrs.org