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What is Goodwill?

    Goodwill is excess of

              purchase price over share of Net Assets (Fair Value)


   Goodwill is Intangible Asset
   Goodwill is Reputation , higher earning of income , etc



Goodwill = Purchase price – FV of Net Assets acquired as on date of
                             purchase
Methods of valuing Goodwill :



      Super profits method


      Capitalization method


      Annuity method
Super profits method :


             Super profit    *    no. of years of purchase




   Future
                      Normal profit
   Maintainable
   Profit




                  Capital         Normal Rate Of
                  Employed        Return
Super profits method


  Normal profit = capital employed * Normal Rate of
                                            Return
  Super Profit = FMP – Normal Profit

 Goodwill = Super Profit * no. of years of purchase
Capital Employed :



     Share Holders Fund Approach
                                             Considers Long Term
                Asset Side Approach
                                             Debt as LIABILITY

                Liabilities side Approach


     Long Term Fund Approach

                 Asset Side Approach         Considers Long Term
                                             Debt as Capital
                                             Employed
                 Liabilities side Approach
LONG TERM FUND APPROACH

    Asset Side Rule:


    Fixed Assets                  XXX
    Trading Investments           XXX
    Current Assets                XXX
                                  XXXX
    LESS: Current Liabilities      XXX
               CAPITAL EMPLOYED   XXXX
Liabilities Side Rule :

  Equity Share Capital                                     XXX
  Preference Share Capital                                 XXX
  Reserves & Surplus                                       XXX
  LONG TERM DEBT                                          XXX
                                                         XXXX
  LESS: NON TRADE INVESTMENTS                             XXX
        Miscellaneous exp not written off                 XXX
           CAPITAL EMPLOYED                              XXXX

Non Trade Investments should not form part of Capital Employed (NON
OPERATING ASSETS)
EX: Fixed Deposit
    Land (which is not used for business & do not yield any income)
Capital Employed Represents the fair value of
net assets invested in the business for earning profits


Investment in Associate , Subsidiary or Joint
venture is considered as “Trade investments.”


    Deduct non trade investments    -   liability side
    Ignore non trade investments   -       asset side
Share Holders Fund approach:


    Asset Side Rule:


    Fixed Assets                  XXX
    Trading Investments           XXX
    Current Assets                XXX
                                  XXXX
    LESS: Current Liabilities      XXX
          *LONG TERM DEBT         XXX
               CAPITAL EMPLOYED   XXXX
Liabilities Side Rule :

Equity Share Capital                                       XXX
Preference Share Capital                                   XXX
Reserves & Surplus                                         XXX

                                                       XXXX
LESS: NON TRADE INVESTMENTS                             XXX
       Miscellaneous exp not written off                XXX
          CAPITAL EMPLOYED                             XXXX




                          Asset side approach is preferd

                   Capital employed it to be calculated on
                    fair value (don’t consider book values
                       while calculating CE ON FV BASIS)
CAPITAL EMPLOYED




               Closing capital
                                 Average capital employed
                    employed




                                         OCE + ½        CCE - ½
                            OCE+CCE      of current     of current
                               2         year profit    year profit


OCE = Opening Capital Employed
CCE = Closing Capital Employed


It is assumed that profits are earned evenly during
the year.
Treatment of proposed dividend :
 proposed dividend is employed in the business
through out the year
 proposed dividend is current liability but it is
apportioned from P&L A/c
 therefore treat proposed dividend as Capital
Employed
Treatment of Provision for Tax:


       We pay Tax in form of Advance Tax
       It appears to be apportionment from P&L A/c
       Actually this is not employed in the business as
money already gone in form of Advance Tax
       Not considered as Capital Employed
Future maintainable
profit (FMP)

 Trend Method
 Average Method
 Weighted Average Method
By taking past years profits apply any one of the
  above tools then we can find FMP
Weighted average method is used when there is up or
  down trend
Recent years should be given more weight
Adjustments to be made to profits while
calculating FMP:

 Extra ordinary items and non recurring items should not be
considered.
 Abnormal items should be eliminated
 Income from non trade investments should be eliminated
 Adjust for any change in Accounting Policy
 Incase of change in tax rate
        add back – already paid tax
        reduce – Tax payable in future

      All above changes should me made to yearly profits.
  After adjustments ADJUST SPECIAL FUTURE CHANGES
Capitalization method

                     Capitalization
                       method



                Normal
                                Actual capital
                capital
                                 employed
               employed




         FMP              NRR
Capitalization method


    Goodwill = Normal Capital Employed –
         Actual Capital Employed
                NCE – ACE
             NCE = FMP / NRR
                   OR
      GOODWILL = Super profit / NRR
Annuity method :


                     Annuity
                     method


            Super               Annuity          1
            profit               value        (1+r)^n




   Super Profit * Annuity value = GOOD WILL
Annuity
                        Cristal Clear
                                                  method
No. of years
of purchase
                                               Capitalization
                           Not clear
                                                 method


  NRR can be calculated as under also if not
  directly given in the problem

             NRR = 1/PE Ratio
Closing Capital Employed Vs Avg Capital Employed



   Capitalization method :
         Under this method closing
   capital employed should be taken for
   calculation of GOODWILL unless the
   problem specifically requires
   application of Avg Capital employed
Super Profits Method :

 Under this method closing capital employed should
 be generally applied except in following situations
 • Specifically asked in the problem
 • Information about opening capital is given in
 problem
 • No changes prescribed in problem for closing
 capital employed & FMP is calculated purely based
 on past profits without adjusting for future changes
Capital
                                    employed




     2 routes                            2               2 methods
                                    approaches




assets          liabilities   SHF                LTF   ACE           CCE

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Valuation of goodwill

  • 1.
  • 2. What is Goodwill? Goodwill is excess of purchase price over share of Net Assets (Fair Value)  Goodwill is Intangible Asset  Goodwill is Reputation , higher earning of income , etc Goodwill = Purchase price – FV of Net Assets acquired as on date of purchase
  • 3. Methods of valuing Goodwill : Super profits method Capitalization method Annuity method
  • 4. Super profits method : Super profit * no. of years of purchase Future Normal profit Maintainable Profit Capital Normal Rate Of Employed Return
  • 5. Super profits method Normal profit = capital employed * Normal Rate of Return Super Profit = FMP – Normal Profit Goodwill = Super Profit * no. of years of purchase
  • 6. Capital Employed : Share Holders Fund Approach Considers Long Term Asset Side Approach Debt as LIABILITY Liabilities side Approach Long Term Fund Approach Asset Side Approach Considers Long Term Debt as Capital Employed Liabilities side Approach
  • 7. LONG TERM FUND APPROACH Asset Side Rule: Fixed Assets XXX Trading Investments XXX Current Assets XXX XXXX LESS: Current Liabilities XXX CAPITAL EMPLOYED XXXX
  • 8. Liabilities Side Rule : Equity Share Capital XXX Preference Share Capital XXX Reserves & Surplus XXX LONG TERM DEBT XXX XXXX LESS: NON TRADE INVESTMENTS XXX Miscellaneous exp not written off XXX CAPITAL EMPLOYED XXXX Non Trade Investments should not form part of Capital Employed (NON OPERATING ASSETS) EX: Fixed Deposit Land (which is not used for business & do not yield any income)
  • 9. Capital Employed Represents the fair value of net assets invested in the business for earning profits Investment in Associate , Subsidiary or Joint venture is considered as “Trade investments.” Deduct non trade investments - liability side Ignore non trade investments - asset side
  • 10. Share Holders Fund approach: Asset Side Rule: Fixed Assets XXX Trading Investments XXX Current Assets XXX XXXX LESS: Current Liabilities XXX *LONG TERM DEBT XXX CAPITAL EMPLOYED XXXX
  • 11. Liabilities Side Rule : Equity Share Capital XXX Preference Share Capital XXX Reserves & Surplus XXX XXXX LESS: NON TRADE INVESTMENTS XXX Miscellaneous exp not written off XXX CAPITAL EMPLOYED XXXX Asset side approach is preferd Capital employed it to be calculated on fair value (don’t consider book values while calculating CE ON FV BASIS)
  • 12. CAPITAL EMPLOYED Closing capital Average capital employed employed OCE + ½ CCE - ½ OCE+CCE of current of current 2 year profit year profit OCE = Opening Capital Employed CCE = Closing Capital Employed It is assumed that profits are earned evenly during the year.
  • 13. Treatment of proposed dividend :  proposed dividend is employed in the business through out the year  proposed dividend is current liability but it is apportioned from P&L A/c  therefore treat proposed dividend as Capital Employed
  • 14. Treatment of Provision for Tax:  We pay Tax in form of Advance Tax  It appears to be apportionment from P&L A/c  Actually this is not employed in the business as money already gone in form of Advance Tax  Not considered as Capital Employed
  • 15. Future maintainable profit (FMP)  Trend Method  Average Method  Weighted Average Method By taking past years profits apply any one of the above tools then we can find FMP Weighted average method is used when there is up or down trend Recent years should be given more weight
  • 16. Adjustments to be made to profits while calculating FMP:  Extra ordinary items and non recurring items should not be considered.  Abnormal items should be eliminated  Income from non trade investments should be eliminated  Adjust for any change in Accounting Policy  Incase of change in tax rate add back – already paid tax reduce – Tax payable in future All above changes should me made to yearly profits. After adjustments ADJUST SPECIAL FUTURE CHANGES
  • 17. Capitalization method Capitalization method Normal Actual capital capital employed employed FMP NRR
  • 18. Capitalization method Goodwill = Normal Capital Employed – Actual Capital Employed NCE – ACE NCE = FMP / NRR OR GOODWILL = Super profit / NRR
  • 19. Annuity method : Annuity method Super Annuity 1 profit value (1+r)^n Super Profit * Annuity value = GOOD WILL
  • 20. Annuity Cristal Clear method No. of years of purchase Capitalization Not clear method NRR can be calculated as under also if not directly given in the problem  NRR = 1/PE Ratio
  • 21. Closing Capital Employed Vs Avg Capital Employed Capitalization method : Under this method closing capital employed should be taken for calculation of GOODWILL unless the problem specifically requires application of Avg Capital employed
  • 22. Super Profits Method : Under this method closing capital employed should be generally applied except in following situations • Specifically asked in the problem • Information about opening capital is given in problem • No changes prescribed in problem for closing capital employed & FMP is calculated purely based on past profits without adjusting for future changes
  • 23. Capital employed 2 routes 2 2 methods approaches assets liabilities SHF LTF ACE CCE