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Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM ET Presenters: Gayle Harrold and Winell Belfonte STRENGTH MATTERS ® Best Practices in Financial Reporting Webinar Series Made possible by the generous support of The John D. and Catherine T. MacArthur Foundation Audio Conference Info Call-in #: 866- 363-6079 Passcode: 851 497 0973 Issues With Consolidated Financial Statements Webinar Series

Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

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Page 1: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches

Friday, October 5, 2012 3:00-4:00 PM ET

Presenters: Gayle Harrold and Winell Belfonte

STRENGTH MATTERS® Best Practices in Financial Reporting Webinar Series Made possible by the generous support of

The John D. and Catherine T. MacArthur Foundation

Audio Conference InfoCall-in #: 866-363-6079Passcode: 851 497 0973

Audio Conference InfoCall-in #: 866-363-6079Passcode: 851 497 0973

Issues With Consolidated Financial Statements Webinar Series

Page 2: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

About STRENGTH MATTERSA national collaborative sponsored by  NeighborWorks® America, Housing

Partnership Network (HPN), and Stewards of Affordable Housing for the Future (SAHF), with ongoing support from The John D. and Catherine T. MacArthur

Foundation. 

Our partners also include:

Calvert Foundation

Enterprise Community Loan Fund

F.B. Heron Foundation

Ford Foundation

Housing Assistance Council

Housing Partnership Fund

Local Initiatives Support Corporation

Low Income Investment Fund

Mercy Loan Fund

NeighborWorks® Capital

Page 3: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Website Info www.strengthmatters.net Please register if you have not already. Site provides access to over 20 financial

reporting best practices papers and other resources.

Upcoming Webinars and recordings of past sessions are posted.

Page 4: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

www.strengthmatters.net

Page 5: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Getting Started All participant lines will now be muted. Have a question? Please use the Chat

feature and send the Presenter (Gayle Harrold) or the Host (Francie Ferguson) your question.

To ask via phone, please wait for a pause in the presentation and un-mute your phone to speak: #6.

Page 6: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Learning Objectives

Identify key challenges to consolidating financial statements.

Evaluate options to address common hurdles in consolidating.

Apply practical solutions learned today in your organization’s consolidating process.

Page 7: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

So you are already consolidating… It seemed like it would be straight forward… Balance Sheet Eliminations-overview Income Statement Eliminations-overview Development Fees, Intercompany Receivables & Payables and

Investment Accounts Charts of Accounts Classification Issues Non-Controlling Interests Cash Flows Financial Statement & Implementation Issues Conclusion Strength Matters Web Site

Agenda

Page 8: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

You have determined what you own, how much you own of it and whether or not you control the day to day decision making for each entity

You have identified your intercompany balances/transactions

The companies to be consolidated all have the same year end or are within 3 months of the parent company’s year end

When you consolidate, you lose a few brain cells over….

• eliminating entries

• controlling and non-controlling interests

So you are already consolidating…

Page 9: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

It seemed like it would be straight forward…

And then…..Development Fees – are there options for eliminating these fees?Your intercompany receivables are reserved at the parent company levelYour investment in your subsidiaries does not align with the equity in the dealYou self-manage but the properties use a different chart of accountsYou use property management companies each of whom uses a different chart of accounts

AND….

Page 10: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

…don’t forget…

Non-controlling interests – how should this be calculated & reflected in your financial statements

You know what you should eliminate….but it is a manual process or your audit firms pulls it together at year end.

Page 11: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Other issues to address? Are there other obstacles you have

encountered that you’d like us to discuss today?

Please use #6 to unmute your phone to ask a question, or use the Chat function via WebEx.

Page 12: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Notes Receivable/Payable

Development Fees Receivable/Payable

Interest Receivable/Payable

Asset Management Fee/Incentive Fees Receivable/Payable

Operating Deficit Loans Receivable/Payable

Due to/from accounts

Development Fees capitalized in Building Costs

Investment Accounts/Partnership Capital Accounts

Balance Sheet Eliminations

Page 13: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Income Statement Eliminations Interest Income/Expense

Asset Management Fee/Incentive Fee Income (Expense)

Resident Service Fee Income/Expense

Other fees between entities

Development Fee Income

Depreciation Expense for capitalized development fees

Distributions to partners

Page 14: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Development FeesRemoving your development fees from the project’s building costs – accounts potentially affected:

Property’s Books

•Building Costs

•Accumulated Depreciation

•Depreciation Expense

Sponsor’s Books

•Development Fee Revenue

•Net Assets

•Deferred Development Fees

Page 15: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Elimination of Development Fees Direct approach:

• Remove cost from building

• Remove accumulated depreciation

• Remove current year depreciation expense

• Remove undepreciated value of development fee from net assets

Page 16: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Elimination of Development Fees1996

Cumulative Fee capitalized by 2004 $ 1,144,615.00

Straight Line - 27.5 years 27.5

Depreciation per year $ 41,622.36

Years of service 1996 - 2011 15.67

Accumulated Depreciation 1997 - 2011 652,222.44

2007

Cumulative Fee capitalized in 2007 $ 134,123.00

Straight Line - 27.5 years 27.5

Depreciation per year $ 4,877.20

Years of service 1996 - 2011 4.17

Accumulated Depreciation 1997 - 2011 20,321.67

2009

Fee Capitalized in 2009 $ 36,579.00

Straight Line - 20 years

Depreciation per year $ 1,828.95

Years of service 1996 - 2011 $ 3.00

Accumulated Depreciation1997 - 2011 5,486.85

Total

Building - Total Capitalized Fee $ 1,315,317.00

Straight Line – see above

Depreciation per year $ 48,328.51

Accumulated Depreciation 678,030.95

Net Assets 685,614.56

December 31, 2011 dr cr

Building - Capitalized fee 1,315,317

Accumulated Depreciation 678,031  

Depreciation Expense 48,329

Net Assets 685,615  

   

total 1,363,646 1,363,646

Entry to Eliminate Un-depreciated Development Fee

Page 17: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Elimination of Development Fees Can you consider the margin on development fees

received?

If you have a history of tracking your overhead costs and have a means of determining what your profit on development fees are then you can consider eliminating only the profit, not the entire development fee.

If you can consider the margin, than only the profit is eliminated, not the cost of development fees ( actual overhead incurred by the sponsor).

Page 18: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Questions?

Please use #6 to unmute your phone to ask a question, or use the Chat function via WebEx.

Page 19: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Intercompany Receivables & Payables Sponsor has a note & interest receivable that is fully

reserved

• Eliminate the reserve against net assets, then eliminate the note & interest receivable against the payable

Sponsor records fees on a cash basis, property records them on an accrual basis

•Eliminate the fee recorded by the sponsor – will have portion of income/expense that remains un-eliminated

Page 20: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Investment Accounts Investment account on parent companies books does not

align with their equity in the underlying entity

• Misstated investment accounts result from a failure to record losses, excess losses have been recorded (tax basis used or losses in excess of investment recorded) or distributions have not been properly recognized by the parent

These findings may require a prior period adjustment

Page 21: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Sample Eliminations Worksheet12/31/2011 (DR) CR (DR) CR

  Co 10 & 33    New Madison Park IV - Related Party Balances GL of   GL of   MPDC   New MP IV LP       Assets      Buildings     $ 1,315,317 Accumulated Depreciation     $ (678,031)Investment New MPIV LP      Note & Interest Receivable from NMPIV LP      Development Fee & Interest Receivable $ 245,000    Due from New MPIV LP - Company 33 $ 30,000.00    

Total Assets $ 275,000.00   $ 637,286

       Liabilities & Fund Balance      Note & Interest Payable from NMPIV LP      Development Fee & Interest Payable     $ 245,000 Sponsor Loan from Parent     $ 30,000        Beginning Net Assets $ 685,615   $ - Contributed capital $ -   $ 271,946 Impact on Net Income (Loss) $ 352,226   $ 128,609 Total Liabilities & Fund Balance $ 1,037,841   $ 675,555        Balance $ 1,312,841.00   1,312,841.00

          Income Statement      Neighborhood Network Fees pd to MPDC $ 57,780   $ 57,780 Property Distributions Received $ 271,946    Incentive Management Fee paid $ 7,500   $ 7,500 Interest Income/Expense recorded on Notes Payable      Interest Income/Expense recorded on Developer Fees $ 15,000   $ 15,000 Subtotal $ 352,226   $ 80,280 Depreciation     $ 48,329

Total Income Statement Impact $ 352,226   $ 128,609

Page 22: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Questions?

Please use #6 to unmute your phone to ask a question, or use the Chat function via WebEx.

Page 23: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Charts of Accounts

Your charts of accounts are not aligned

• While it would be ideal to have the same chart of accounts for all entities, it is not typical.

• Approach – consider grouping the companies with like charts of accounts and then prepare summary entries by financial statement line item only to accomplish the consolidation

Page 24: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Classification Issues

Reserves are recorded somewhere between current and long term assets on your properties’ financial statements• reserves for operations & escrows for insurance and taxes

should be classified as restricted current assets. • replacement reserves should be classified as restricted long-

term assets The property records certain expenses differently than you would

at the parent company level. –

e.g. - payroll is recorded within Repairs & Maintenance at the property level but should be recorded as payroll expense on the statement of functional expense by the non-profit parent• consider how material the classification issue is – if material,

calculate and post an entry to the consolidation to adjust

Page 25: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Classification Issues Classification of Cash

• If your financials present your properties in a column that is separate from your parent company, then all of the properties’ cash should be classified as non-restricted.

• If you issue single column consolidated statements, then the cash for those properties that are not wholly-owned should generally be classified as restricted

Page 26: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Non-Controlling Interests & Eliminations How much of your eliminating entry is to be made against your

net income and net assets and what is to be eliminated from the non-controlling interests’ share of net income and net assets?

Reporting requirements – Your statement of changes in net assets requires that both your net assets and the non- controlling interest in net assets is presented by net asset classification – unrestricted, temp restricted and perm restricted.

• Keep a roll-forward of your non-controlling interests and update it annually with their share of income/expense & distributions

Page 27: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Sample: Non-Controlling InterestsDecember 31, 2011 Parent Company   New MP IV New MP IV New MP IVNew Madison Park IV - Related Party Balances Unrestricted   GP LP  

Net Assets  Non-Controlling

Interest TotalImpact of Eliminations on Net Assets CR (DR)   CR (DR) CR (DR)  and Non-Controlling Interest      

    1% 99%

Items eliminated from Net Income (loss) impacting Net Assets           

Depreciation Expense     $ 483 $ 47,846 $ 48,329 Network Fees $ 57,780   $ 578 $ 57,202 $ 57,780 Incentive Fees $ 7,500   $ 75 $ 7,425 $ 7,500 Interest on Development Fees $ -   $ 150 $ 14,850 $ 15,000 Distribution to MPDC $ 271,946   $ -    

$ 337,226   $ 1,286 $ 127,323 $ 128,609      

Impact of Items to be eliminated from Net Assets           

Distribution from Partner's Capital to Parent by MPIV     $ 271,946 $ - $ 271,946      

Unamortized Developer Fee $ 733,944              

Total Eliminations from Net Assets on Balance Sheet $ 1,071,170   $ 273,232 $ 127,323 $ 400,555          

Net Asset Rollforward                   

Beginning Balance of Net Assets/Minority Interest     $ (415,939) $ 250,846 $ (165,093)before net loss and eliminating entries (see cap rollforward)      

     Net Income     $ 2,033 $ 201,257 $ 203,290 Distributions     $ (271,946) $ (181,298) $ (453,244)

     Ending Net Asset Balance, after Net Income     $ (685,853) $ 270,806 $ (415,047)

     Total Eliminations from Net Income     $ 1,286 $ 127,323 $ 128,609 Elimination of Distribution from Net Assets     $ 271,946   $ 271,946

    $ 273,232 $ 127,323 $ 400,555      

Ending Net Asset Balance, after eliminations     $ (412,620) $ 398,129 $ (14,492)

         

Page 28: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Sample Roll-Forward of Net Assets

Page 29: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Questions?

Please use #6 to unmute your phone to ask a question, or use the Chat function via WebEx.

Page 30: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Cash FlowsEliminations & the Cash Flows

Use the cash flows prepared for each property and then layer on your eliminating entries

Eliminating entries = Change in related party balances last year =/- the change in the related party balance this year

Page 31: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Financial Statement/Implementation Issues

First Year Issues -

Will you present a single stand alone audit without comparative statements or restate the prior period presented?

If you present a stand alone audit, your opinion will refer only to that audit – may/may not be allowed by your external users. You will need to restate opening net assets so you will still have to consider the impact of consolidation on the prior year.

If you restate, you will restate the prior year’s financials, including opening net assets so you really need to look at consolidation issues/eliminating entries going back two years.

Page 32: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Financial Statement/Implementation Issues

Ongoing Issues –

Where do eliminations occur? – depends upon whether you issue single column consolidated financials or consolidating financials – this will change as your company grows/changes

What is the most efficient way to capture eliminating entries?• Set up eliminations company• Code all related party accounts so that you can easily run

reports to identify all accounts to be considered for consolidation/elimination purposes

Page 33: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Conclusion Consolidation of controlled entities can involve a significant

amount of upfront investigation to identify assets/liabilities & revenues/expenses to be eliminated

If your intercompany accounts are not in balance, you may have current or prior period adjustments to contend with

You may need to reconsider your consolidated financial statement format - new columns? Consolidating statements instead of consolidated for more transparent results

Although this presentation will show you how to consolidate using Excel, automation of the process is preferred and will depend upon your financial software. Excel, while useful, will not be your friend in the end.

Page 34: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Questions?

Please use #6 to unmute your phone to ask a question, or use the Chat function via WebEx.

Page 35: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

www.strengthmatters.netVisit the Strength Matters Website, and REGISTER to access:

21 White Papers addressing numerous accounting and reporting topics• Consolidations White Papers – 3a, 3b & 4a, 7

Templates for • Management’s Discussion & Analysis• Cash Flow forecasting• Summary of Debt Template• Project Pipeline Template…..and more!

Page 36: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Contact InformationGayle Harrold: 617-849-6224,

[email protected]

Winell Belfonte: 301-961-5546, [email protected]

Frances Ferguson: 512-441-5441, [email protected]

Lindsay Wells, 617-821-0463, [email protected]

Page 37: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

Stay Tuned!Upcoming Webinars: Parts 2 & 3 in the Issues With Consolidated Financial Statements Series•Part 2: Financial Statement Formats - Maximizing Readability for Your Board and External Users (Fall 2012 - date TBD) •Part 3: Consolidated Financial Statements 101 (early 2013 - date TBD)More Webinars coming in 2013!

Visit www.strengthmatters.net to view recorded Webinars and download presentations.

Page 38: Part 1 - Advanced Issues in Consolidation: Practical Solutions for the Resolution of Common Consolidating Headaches Friday, October 5, 2012 3:00-4:00 PM

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