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Need to Know: IFRS 10 - Consolidated Financial ... - BDO Canada

Need to Know: IFRS 10 - Consolidated Financial ... - BDO Canada

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28 <strong>IFRS</strong> <strong>10</strong> <strong>Consolidated</strong> <strong>Financial</strong> StatementsPurpose and design of the investeeIn assessing the purpose and design of an investee, an inves<strong>to</strong>r is required <strong>to</strong> consider the involvement and decisionsmade at the investee’s inception as part of its design and evaluate whether the transaction terms and features of theinvolvement provide the inves<strong>to</strong>r with rights that are sufficient <strong>to</strong> give it power.It is important <strong>to</strong> note that an inves<strong>to</strong>r’s involvement in the design of an investee alone is not sufficient <strong>to</strong> give aninves<strong>to</strong>r control. However, involvement in the design may indicate that the inves<strong>to</strong>r had the opportunity <strong>to</strong> obtainrights that are sufficient <strong>to</strong> give it power over the investee (<strong>IFRS</strong> <strong>10</strong>.B51).<strong>IFRS</strong> <strong>10</strong>.B8 notes that some investees are designed in a way that means voting rights are not the most relevant fac<strong>to</strong>rin deciding who controls the investee. This may be the case when any voting rights relate <strong>to</strong> administrative tasksonly and the relevant activities are directed by means of contractual arrangements. These types of arrangement arelikely <strong>to</strong> relate <strong>to</strong> structured entities as defined in <strong>IFRS</strong> 12 Disclosure of Interests in Other Entities, and this part of theguidance in <strong>IFRS</strong> <strong>10</strong> will be relevant for most entities previously within the scope of SIC-12.In cases where it is determined that voting rights are not the most relevant fac<strong>to</strong>r in determining control, an inves<strong>to</strong>ris required <strong>to</strong> give consideration <strong>to</strong> the purpose and design of the investee and <strong>to</strong> analyse the risks <strong>to</strong> which theinvestee was designed <strong>to</strong> be exposed, the risks it was designed <strong>to</strong> pass on <strong>to</strong> the parties involved with the investeeand whether the inves<strong>to</strong>r is exposed <strong>to</strong> some or all of those risks. Consideration of the risks includes both downsideand upside risk. (<strong>IFRS</strong> <strong>10</strong>.B8).Contractual arrangementsAn inves<strong>to</strong>r is required <strong>to</strong> consider contractual arrangements such as call, put and liquidation rights established at theinvestee’s inception. When these contractual arrangements involve activities that are closely related <strong>to</strong> the investee,then these activities are considered <strong>to</strong> be, in substance, an integral part of the investee’s overall activities. Thisapplies, even though they may occur outside the legal boundaries of the investee.As a result, explicit or implicit decision-making rights embedded in contractual arrangements that are closely related<strong>to</strong> the investee need <strong>to</strong> be considered as relevant activities when determining whether an inves<strong>to</strong>r has power over aninvestee (<strong>IFRS</strong> <strong>10</strong>.B52).Particular circumstancesFor some investees, relevant activities occur only when particular circumstances arise or events occur. The investeemay be designed so that its activities and returns are predetermined unless and until those particular circumstancesarise or events occur.In those cases, only the decisions about the investee’s activities when those circumstances or events occur cansignificantly affect its returns and thus be relevant activities. The circumstances or events need not have occurredfor an inves<strong>to</strong>r with the ability <strong>to</strong> make those decisions <strong>to</strong> have power. The fact that the right <strong>to</strong> make decisions iscontingent on circumstances arising or an event occurring does not, in itself, make those rights protective. For anexample, see section 7.2.4.

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