| Generally Speaking, assets reorganization means that enterprise transforms one kind of assets into another kind in order to allocate resources effectively. As for the devices of reorganization, we consider it into three forms: (1) Share Transfer; (2) Assets Substitution (including Assets Transfer); (3) Purchase and Merge. According to different assets reorganization, some special accounting issue should be researched and resolved. Contained the typical companies, especially the listed companies as the practical cases, the article takes a strict research to the objective, the forms, and the accounting processing of the current enterprises, and put forward the improved suggestion to the accounting issue we have found.Share Transfer includes the following problems, such as (1) the basis of accounting price of the transferred company. In the common sense, the basis of accounting price of the transferred company shouldn't be regulated, we should use 下推会计法 to deal with the special cases. There are still many problems referring to 下推会计法 since no regulations has existed in our country. (2) the certainty of acquisition day , the profit before the acquisition, and the profit retained after the acquisition. Here the article discussed the different date concerning the acquisition, the principal of acquisition date approved, and suggested that the purchase method, not the equity method should be taken to treat the profit before the acquisition. (3) the accounting treatment of entrust operation. The article analyzed several forms of entrust operation, meanwhile, explained the purpose and the accounting treatment of the entrust operation. (4) the accounting treatment of allocation cost for employees . FD acquired SG as a typical case to illustrate the above issues.As regard to the Assets Rebuilding through the Assets Transfer and the Substitution method, the article firstly analyzed that the different issues would appear with the variety of the nature, and then put it that the Assets Transfer and the Substitution method always related to non-currency transaction, the related party transaction, and liabilities transfer and so on.. With the strong purpose of the assets reorganization, the above methods also related with stock transaction regulations, regulations of withdrawal from stock market, stock issued enlarged and accelerated by CSSC, stock dividend regulations, and the major acquisition regulations. The practice of operation about the Assets Transfer and the Substitution method is a complicated process that we should take it into account in all aspects.While discussing the devices of merger and acquisition, the articleanalyzed the issues on the good will, the difference from consolidation, the acquisition by taken over the liabilities of enterprise. At the same time, it explains how to evaluate the acquired assets fairly and emphasizes that the income present value is the most reasonable one in the four methods of merger and acquisition. The writer doesn't encourage people to utilize the substitution method for it will overvalue the assets, or to use the method by taken over the liabilities because the assets in the method faces the problems of elasticity and rigidity.At last, the article refers that most of the regulations about accounting treatment worked out aims to avoid the companies to overvalue its profit. However, though many accounting restriction for merger and acquisition have been worked out, there are still a large number of success cases to realize the optimization of resources. Now the abnormal acquisition and speculation acquisition flooded into the market. In the article, the writer suggested that three major aspects should be done in order to resolve the abnormal acquisition in the stock market. Firstly, the full flow of shares should be solved to decline the overvalued share price; issuing new share would not be certain to benefit the major shareholders; making the value of the listed company's shell decrease. Secondly, supervisors should make no spare efforts to strengthen the supervis... |
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