企业合并会计处理对企业经营影响
本站原创 论文中文摘要：近年来,随着企业改制上市、股权分置改革工作白勺进行,企业合并变得越来越重要。很多企业通过合并上市公司实现本企业A股上市,同时实现目标企业白勺股权分置改革。这对我国国有企业改革,整合国有企业,实现资源白勺有效利用起到了重要白勺作用。企业合并在会计理论上一直是研究白勺焦点。企业合并白勺会计处理不仅仅在会计理论上是一个难题,在资本市场上,会计处理方法白勺选择对企业上市、配股等等都起着重要白勺作用。企业合并不同白勺会计处理方法对投资者、债权人、管理者都有着不同白勺影响。本文对国内外相关准则白勺要求做了阐述,并且运用案例说明了合并会计处理方法对经营白勺影响。本文白勺创新点是从会计角度出发对合并资本运作白勺目白勺做了分析,说明权益结合法在我国白勺特殊国情下白勺使用情况,以及两种合并方法对企业经营白勺影响
Abstract（英文摘要）：www.328tibet.cn Accounting treatment of business combination, as a topic concerned by scholars, plays an important role in enterprise operation. The selection of method for accounting treatment of business combination is always a controversial focus in the field of accounting theory. In 2006, unveiling of the new standard specified that our country’s business combination is classified into business combination under common control and that not under common control. The pooling of interest method is adopted for business combination under common control, while the acquisition method is adopted for business combination not under common control. As a result of our country’s special national conditions, the difference between our country’s standards and international accounting standards is larger. This paper discussed what influences are wielded on our country’s enterprise operation by the condition that both combination methods are coexisted through following parts:Part one is the introduction which elaborated meaning of the selected title, relevant studies on home and foreign standards and that of home and foreign scholars, and this part also explicated limitations and innovations of this paper.Part two is the overview of business combination that is elaborated in two sections, of which the first section is the meaning of combination explaining relevant concepts of combination and that of merger and acquisition (M & A), and the second section elaborated motivations and scope of combination. Starting from home and foreign concepts of business combination, it indicated the difference between home and foreign concepts of business combination. Foreign concept of business combination is that individual entities are combined to form a reporting entity instead of previous business combination with the nature of consolidation, whereas our country’s business combination includes the combination with nature of consolidation. In addition, it explicated the three kinds of method raised in our country’s new standard that are: combination by merger, combination by holding and statutory combination. Thirdly, it explicated relevant concepts of M & A. There is no uniform description of concept of M & A, and various descriptions can be found in various literatures. I personally consider accounting treatment of M & A is equivalent to that of business combination, so this paper made no differentiation thereof. The second section of part two elaborated motivations and scope of business combination, and motivations of business combination are classified into managerial motivation, financial motivation and strategic motivation. The key point of business combination lies in“control”i.e. whether or not the combiner party obtained the right of control.Part three of this paper made a survey on development of accounting standards of business combination, which is started from Accounting Standards Board’s (IASB) standards for combination and our company’s relevant stipulations on combination to describe the historical development and the latest trend of accounting treatment for combination of IASB as well as our country’s development and recent stipulations of accounting standards for combination. IASB made new revision on accounting treatment for business combination since 2008, which recognized the use of fair value in more specific details, emphasized issues of right of control, thought much of alteration of right of control, and explicated the latest revision on scope of acquisition in steps, business reputation and merger guidelines. The second section elaborated application of both accounting treatment methods as explicitly stipulated in our country’s new standard unveiled in 2006 as well as the latest stipulations on disposal of subsidiaries when the right of control is deprived that was made in early 2009.Part four of this paper elaborated pooling of interest method and acquisition method’s influence on enterprise operation. It firstly elaborated basic concepts, and then analyzed characteristics of accounting treatment of both methods and probed their difference by comparison. Acquisition method adopts fair value measurement, while pooling of interest method adopts book value measurement, therefore the issue of business reputation confirmation is generated and the difference of closing net profit is further arose, so it is apparent that the pooling of interest method is more forable for enterprise to promote book yield. Thirdly, the article elaborated application of acquisition method and pooling interest method and their influence on operation through an case and made in-depth analysis, which firstly described the background of the case in details, and then analyzed financial data of case, and also made original analysis on time point of combination and that of control, concluded influences of method selection on investors, creditors and managers, at the same time, economical effects of pooling of interest method adopted in this case over acquisition method is illustrated from aspects of financial indices, financial reports and operation results. This article explicitly pointed out the objective of financial operation of combination in steps and its effect, elaborated important functions of selection of method for accounting treatment to enterprise listing and improvement of enterprise performance, explained why there are more enterprises willing to adopt pooling of interest method for carrying out accounting treatment for business combination instead of acquisition method as well as loopholes in our company’s financial accounting standards and put forward suggestion and solutions.Part five is conclusion, which summed up combination accounting treatment problems of our country’s state owned enterprise under the gross background of amalgamation and equity division reform from combination accounting treatment problems that are discussed in this paper by the method of case summary and put forward solutions for them. Whether or not pooling of interest method can be reasonably utilized in combination accounting of our country’s enterprises depends on further perfection of standards, and solutions are put forward. It suggested that it shall try best to keep in line with international standards upon our country’s basic reality is solved in order to prevent various problems generated as result of difference of both accounting systems.This paper studied operation method for enterprise to combine and the fundamental cause for combination from the angle of finance. It emphasized on explaining pooling of interest method’s function for company listing and made analytical research. This paper made analytical explanation to stipulations on business combination in IASB’s latest standard named“Improvement of 2008 International Financial Reporting Standards”that was issued on 22 May 2008, and made analytical explanation to new stipulations on accounting treatment method for disposing a few amount of subsidiary equity interest in the condition that the management level is not deprived with right of control to listed company in 2009. These new stipulations were seldom mentioned in previous studies. Limitation of this paper is that the argument is demonstrated only by a single case without obtaining sufficient materials.
论文关键词： 企业合并；购买法；权益结合法；公允价值；商誉；
Key words（英文摘要）：www.328tibet.cn business combination；acquisition method；pooling of interest method；fair value；Goodwill；
Abstract（英文摘要）：www.328tibet.cn Accounting treatment of business combination, as a topic concerned by scholars, plays an important role in enterprise operation. The selection of method for accounting treatment of business combination is always a controversial focus in the field of accounting theory. In 2006, unveiling of the new standard specified that our country’s business combination is classified into business combination under common control and that not under common control. The pooling of interest method is adopted for business combination under common control, while the acquisition method is adopted for business combination not under common control. As a result of our country’s special national conditions, the difference between our country’s standards and international accounting standards is larger. This paper discussed what influences are wielded on our country’s enterprise operation by the condition that both combination methods are coexisted through following parts:Part one is the introduction which elaborated meaning of the selected title, relevant studies on home and foreign standards and that of home and foreign scholars, and this part also explicated limitations and innovations of this paper.Part two is the overview of business combination that is elaborated in two sections, of which the first section is the meaning of combination explaining relevant concepts of combination and that of merger and acquisition (M & A), and the second section elaborated motivations and scope of combination. Starting from home and foreign concepts of business combination, it indicated the difference between home and foreign concepts of business combination. Foreign concept of business combination is that individual entities are combined to form a reporting entity instead of previous business combination with the nature of consolidation, whereas our country’s business combination includes the combination with nature of consolidation. In addition, it explicated the three kinds of method raised in our country’s new standard that are: combination by merger, combination by holding and statutory combination. Thirdly, it explicated relevant concepts of M & A. There is no uniform description of concept of M & A, and various descriptions can be found in various literatures. I personally consider accounting treatment of M & A is equivalent to that of business combination, so this paper made no differentiation thereof. The second section of part two elaborated motivations and scope of business combination, and motivations of business combination are classified into managerial motivation, financial motivation and strategic motivation. The key point of business combination lies in“control”i.e. whether or not the combiner party obtained the right of control.Part three of this paper made a survey on development of accounting standards of business combination, which is started from Accounting Standards Board’s (IASB) standards for combination and our company’s relevant stipulations on combination to describe the historical development and the latest trend of accounting treatment for combination of IASB as well as our country’s development and recent stipulations of accounting standards for combination. IASB made new revision on accounting treatment for business combination since 2008, which recognized the use of fair value in more specific details, emphasized issues of right of control, thought much of alteration of right of control, and explicated the latest revision on scope of acquisition in steps, business reputation and merger guidelines. The second section elaborated application of both accounting treatment methods as explicitly stipulated in our country’s new standard unveiled in 2006 as well as the latest stipulations on disposal of subsidiaries when the right of control is deprived that was made in early 2009.Part four of this paper elaborated pooling of interest method and acquisition method’s influence on enterprise operation. It firstly elaborated basic concepts, and then analyzed characteristics of accounting treatment of both methods and probed their difference by comparison. Acquisition method adopts fair value measurement, while pooling of interest method adopts book value measurement, therefore the issue of business reputation confirmation is generated and the difference of closing net profit is further arose, so it is apparent that the pooling of interest method is more forable for enterprise to promote book yield. Thirdly, the article elaborated application of acquisition method and pooling interest method and their influence on operation through an case and made in-depth analysis, which firstly described the background of the case in details, and then analyzed financial data of case, and also made original analysis on time point of combination and that of control, concluded influences of method selection on investors, creditors and managers, at the same time, economical effects of pooling of interest method adopted in this case over acquisition method is illustrated from aspects of financial indices, financial reports and operation results. This article explicitly pointed out the objective of financial operation of combination in steps and its effect, elaborated important functions of selection of method for accounting treatment to enterprise listing and improvement of enterprise performance, explained why there are more enterprises willing to adopt pooling of interest method for carrying out accounting treatment for business combination instead of acquisition method as well as loopholes in our company’s financial accounting standards and put forward suggestion and solutions.Part five is conclusion, which summed up combination accounting treatment problems of our country’s state owned enterprise under the gross background of amalgamation and equity division reform from combination accounting treatment problems that are discussed in this paper by the method of case summary and put forward solutions for them. Whether or not pooling of interest method can be reasonably utilized in combination accounting of our country’s enterprises depends on further perfection of standards, and solutions are put forward. It suggested that it shall try best to keep in line with international standards upon our country’s basic reality is solved in order to prevent various problems generated as result of difference of both accounting systems.This paper studied operation method for enterprise to combine and the fundamental cause for combination from the angle of finance. It emphasized on explaining pooling of interest method’s function for company listing and made analytical research. This paper made analytical explanation to stipulations on business combination in IASB’s latest standard named“Improvement of 2008 International Financial Reporting Standards”that was issued on 22 May 2008, and made analytical explanation to new stipulations on accounting treatment method for disposing a few amount of subsidiary equity interest in the condition that the management level is not deprived with right of control to listed company in 2009. These new stipulations were seldom mentioned in previous studies. Limitation of this paper is that the argument is demonstrated only by a single case without obtaining sufficient materials.
论文关键词： 企业合并；购买法；权益结合法；公允价值；商誉；
Key words（英文摘要）：www.328tibet.cn business combination；acquisition method；pooling of interest method；fair value；Goodwill；