ACCA F2知识点：目前比例活动比率的详解

正确答案：

 

However, an exemption from corporation tax exists for any gain arising when a trading company (or member of a trading
group) sells the whole or any part of a substantial shareholding in another trading company.
A substantial shareholding is one where the investing company holds 10% of the ordinary share capital and is beneficially
entitled to at least 10% of the
(i) profits available for distribution to equity holders and
(ii) assets of the company available for distribution to equity holders on a winding up.
In meeting the 10% test, shares owned by a chargeable gains group may be amalgamated. The 10% test must have been
met for a continuous 12 month period during the 2 years preceding the disposal.
The companies making the disposals must have been trading companies (or members of a trading group) throughout the
12 month period, as well as at the date of disposal. In addition, they must also be trading companies (or members of a trading
group) immediately after the disposal.
The exemption is given automatically, and acts to deny losses as well as eliminate gains.
While Alantech Ltd has owned its holding in Mobile Ltd for 33 months, its ownership of the Boron holding has only lasted
for 10 months (at 1 June 2005) since Boron was acquired on 1 July 2004. Selling the shares in June 2005 will fail the
12 month test, and the gain will become chargeable.
It would be better for the companies to wait for a further month until July 2005 before selling the amalgamated shareholding.
By doing so, they will both be able to take advantage of the substantial shareholdings relief, thereby saving tax of ￡29,625
assuming a corporation tax rate of 19%.

正确答案：
(iii) Trading losses may not be carried forward where, within a period of three years there is both a change in the ownership
of a company and a major change in the nature or conduct of its trade. The transfer of work from Tay Limited to Trent
Limited is likely to constitute a major change in the nature or conduct of the latter’s trade. As a consequence, any tax
losses at the date of acquisition will be forfeited. Assuming losses were incurred uniformly in 2005, the tax losses at the
date of acquisition were ￡380,000 (300,000 + 2/3 x 120,000)). This is worth ￡114,000 assuming a corporation tax
rate of 30%.
Thus, Tay Limited should not consider transferring any trade to Trent Limited until after the third anniversary of the date
of the change of ownership i.e. not before 1 September 2008. As the trades are similar, there should be little problem
in transferring work from that date onwards.

正确答案：
(d) The two international strategies pursued to date are through organic growth (the stores in North America) and acquisition (the
companies in Germany and Italy). Neither seems to have worked. Here there seem to be some contradictions while global
tastes and lifestyles are argued to have developed – convergence of consumer tastes lies at the heart of this – but this does
not seem to have benefited Churchill. One questions the learning that these two unfortunate experiences have created. Of the
three core methods of achieving growth, namely organic, acquisition and joint venture, only joint venture remains to be tried.
The reasons for the international failures are clearly complex but one could argue that the strategy has been curiously na?ve.
Certainly, it has pursued a high-risk strategy. Exporting, perhaps through identifying a suitable partner, might create the
learning to lead to a more significant market entry. There is a need to understand local tastes; indeed the whole of the
marketing mix in the chosen market(s), and decide on appropriate strategy. A strategy based upon the acquisition of
companies and their consequent development represents a large investment of capital and requires considerable managerial
attention and expertise. Equally, the attempt to use the Churchill domestic format of opening its own stores creates both a
major financial commitment and the need to manage a radically different operation. One must seriously question whether
Churchill has these capabilities within a family-owned business. Clearly there are differences between the ice cream markets
in various countries, though the emergence of global brands suggests some convergence of tastes. Such differences reflect
differing cultures, tastes and competitive behaviour in each country. The lesson from Churchill’s international initiatives is that
national differences need to be carefully understood. There is little evidence that Churchill has understood these differencesor indeed learnt from them.