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Q.Rhythm Ltd. took over assets of ₹ 30,00,000 and liabilities of ₹ 12,00,000 of Shyam Ltd. for a purchase consideration of ₹ 23,00,000. Excess value of purchase consideration of ₹ 5,00,000 over net assets will be : (A) Debited to Goodwill Account (B) Credited to Capital Reserve Account (C) Credited to Vendors' Account (D) Debited to Capital Reserve Account

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When the purchase consideration for a business acquisition exceeds the net assets acquired, the excess amount is debited to the Goodwill Account.

When one company acquires the business of another, it takes over the assets and liabilities of the selling company. The price paid for this acquisition is called the Purchase Consideration. The core concept here is to determine the true value of the net assets acquired and compare it with the price paid.

Net Assets are calculated as the total assets taken over minus the total liabilities taken over. This represents the intrinsic value of the business's assets available to the acquiring company, free from external claims.

There are two scenarios when comparing Purchase Consideration (PC) with Net Assets:

  1. PC > Net Assets: If the acquiring company pays more than the net assets' intrinsic value, it implies they are paying for something intangible, like the reputation, brand value, or customer base of the acquired business. This excess amount is treated as Goodwill. Goodwill is an intangible asset and is debited in the books of the acquiring company.
  2. PC < Net Assets: If the acquiring company pays less than the net assets' intrinsic value, it's considered a "bargain purchase." This difference is a gain for the acquiring company and is credited to the Capital Reserve Account.

In this question, Rhythm Ltd. is acquiring Shyam Ltd.'s business. We need to determine the net assets and then compare them with the purchase consideration.

Working Notes:

  1. Calculation of Net Assets Acquired:

    Net Assets = Assets taken over - Liabilities taken over

    Net Assets = ₹ 30,00,000 - ₹ 12,00,000 = ₹ 18,00,000

  2. Comparison of Purchase Consideration with Net Assets:

    Purchase Consideration (PC) = ₹ 23,00,000

    Net Assets = ₹ 18,00,000

    Here, Purchase Consideration (₹ 23,00,000) is greater than Net Assets (₹ 18,00,000).

    Excess of Purchase Consideration over Net Assets = ₹ 23,00,000 - ₹ 18,00,000 = ₹ 5,00,000.

Accounting Treatment:

When recording the acquisition, the following general journal entry is passed:

  • All individual Assets taken over are debited. This follows the rule of "Debit what comes in" or "Debit increase in assets."
  • All individual Liabilities taken over are credited. This follows the rule of "Credit what goes out" or "Credit increase in liabilities."
  • The Vendor's Account (Shyam Ltd. in this case) is credited with the Purchase Consideration, as it represents a liability to pay the vendor.

After recording these, if the debit side of the journal entry is less than the credit side, the balancing figure represents Goodwill, which is debited. If the credit side is less than the debit side, the balancing figure represents Capital Reserve, which is credited. …

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