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1、 财经网络教育领导品牌 _ 高顿网校 All Rights Reserved 版权所有 复制必究 1 2010 年 ACCA P1-P3 真题 Section A This ONE question is compulsory and MUST be attempted 1.In the 2009 results presentation to analysts,the chief executive of ZPT,a global internet communications company,announced an excellent set of results to the wait
2、ing audience.Chief executive Clive Xu announced that,compared to 2008,sales had increased by 50%,pro fits by 100%and total assets by 80%.The dividend was to be doubled from the previous year.He also announced that based on their outstanding performance,the executive directors would be paid large bon
3、uses in line with their contracts.His own bonus as chief executive would be$20 million.When one of the analysts asked if the bonus was excessive,Mr Xu reminded the audience that the share price had risen 45%over the course of the year because of his efforts in skilfully guiding the company.He said t
4、hat he expected the share price to rise further on the results announcement,which it duly did.Because the results exceeded market expectation,the share price rose another 25%to$52.Three months later,Clive Xu called a press conference to announce a restatement of the 2009 results.This was necessary,h
5、e said,because of some regrettable accounting errors.This followed a meeting between ZPT and the legal authorities who were investigating a possible fraud at ZPT.He disclosed that in fact the figures for 2009 were increases of 10%for sales,20%for profits and 15%for total assets which were all signif
6、icantly below market expectations.The proposed dividend would now only be a modest 10%more than last year.He said that he expected a market reaction to the restatement but hoped that it would only be a short-term effect.The first questioner from the audience asked why the auditors had not spotted an
7、d corrected the fundamental accounting errors and the second questioner asked whether such a disparity between initial and restated results was due to fraud rather than accounting errors.When a journalist asked Clive Xu if he intended to pay back the$20 million bonus that had been based on the previ
8、ous results,Mr Xu said he did not.The share price fell dramatically upon the restatement announcement and,because ZPT was such a large company,it made headlines in the business pages in many countries.Later that month,the company announced that following an internal investigation,there would be furt
9、her restatements,all dramatically downwards,for the years 2006 and 2007.This caused another mass selling of ZPT shares resulting in a final share value the following day of$1.This represented a loss of shareholder value of$12 billion from the peak share price.Clive Xu resigned and the government reg
10、ulator for business ordered an investigation into what had happened at ZPT.The shares were suspended by the stock exchange.A month later,having failed to gain protection from its creditors in the courts,ZPT was declared bankrupt.Nothing was paid out to shareholders 财经网络教育领导品牌 _ 高顿网校 All Rights Reser
11、ved 版权所有 复制必究 2 whilst suppliers received a fraction of the amounts due to them.Some non-current assets were acquired by competitors but all of ZPTs 54,000 employees lost their jobs,mostly with little or no termination payment.Because the ZPT employees pension fund was not protected from creditors,t
12、he value of that was also severely reduced to pay debts which meant that employees with many years of service would have a greatly reduced pension to rely on in old age.The government investigation found that ZPT had been maintaining false accounting records for several years.This was done by develo
13、ping an overly-complicated company structure that contained a network of international branches and a business model that was difficult to understand.Whereas ZPT had begun as a simple telecommunications company,Clive Xu had increased the complexity of the company so that he could hide losses and mis
14、-report pro fits.In the companys reporting,he also substantially overestimated the value of future customer supply contracts.The investigation also found a number of signi ficant internal control de ficiencies including no effective management oversight of the external reporting process and a disreg
15、ard of the relevant accounting standards.In addition to Mr Xu,several other directors were complicit in the activities although Shazia Lo,a senior qualified accountant working for the financial director,had been unhappy about the situation for some time.She had approached the finance director with h
16、er concerns but having failed to get the answers she felt she needed,had threatened to tell the press that future customer supply contract values had been intentionally and materially overstated(the change in fair value would have had a profit impact).When her threat came to the attention of the boa
17、rd,she was intimidated in the hope that she would keep quiet.She finally accepted a large personal bonus in exchange for her silence in late 2008.The investigation later found that Shazia Lo had been continually instructed,against her judgement,to report figures she knew to be grossly optimistic.Whe
18、n she was offered the large personal bonus in exchange for her silence,she accepted it because she needed the money to meet several expenses related to her mother who was suffering a long-term illness and for whom no state health care was available.The money was used to pay for a lifesaving operatio
19、n for her mother and also to rehouse her in a more healthy environment.Shazia Lo made no personal financial gain from the bonus at all(the money was all used to help her mother)but her behaviour was widely reported and criticised in the press after the collapse of the company.The investigation found
20、 that the auditor,JJC partnership(one of the largest in the country),had had its independence compromised by a large audit fee but also through receiving consultancy income from ZPT worth several times the audit fee.Because ZPT was such an important client for JJC,it had many resources and jobs enti
21、rely committed to the ZPT account.JJC had,it was found,knowingly signed off inaccurate accounts in order to protect the management of ZPT and their own 财经网络教育领导品牌 _ 高顿网校 All Rights Reserved 版权所有 复制必究 3 senior partners engaged with the ZPT account.After the investigation,JJCs other clients gradually
22、changed auditor,not wanting to be seen to have any connection with JJC.Accordingly,JJCs audit business has since closed down.This caused signi ficant disturbance and upheaval in the audit industry.Because ZPT was regarded for many years as a high performing company in a growing market,many instituti
23、onal investors had increased the number of ZPT shares in their investment portfolios.When the share price lost its value,it meant that the overall value of their funds was reduced and some individual shareholders demanded to know why the institutional investors had not intervened sooner to either fi
24、nd out what was really going on in ZPT or divest ZPT shares.Some were especially angry that even after the first restatement was announced,the institutional investors did not make any attempt to intervene.One small investor said he wanted to see more shareholder activism,especially among the large i
25、nstitutional investors.Some time later,Mr Xu argued that one of the reasons for the development of the complex ZPT business model was that it was thought to be necessary to manage the many risks that ZPT faced in its complex and turbulent business environment.He said that a multiplicity of overseas
26、of fices was necessary to address exchange rate risks,a belief challenged by some observers who said it was just to enable the ZPT board to make their internal controls and risk management less transparent.(a)Because of their large shareholdings,institutional investors are sometimes able to interven
27、e directly in the companies they hold shares in.Required:(i)Explain the factors that might lead institutional investors to attempt to intervene directly in the management of a company;(6 marks)(ii)Construct the case for institutional investors attempting to intervene in ZPT after the first results r
28、estatement was announced.(6 marks)(b)Distinguish between absolutist and relativist approaches to ethics and critically evaluate the behaviour of Shazia Lo(the accountant who accepted a bonus for her silence)using both of these ethical perspectives.(10 marks)(c)The ZPT case came to the attention of R
29、obert Nie,a senior national legislator in the country where ZPT had its head office.The country did not have any statutory corporate governance legislation and Mr Nie was furious at the ZPT situation because many of his voters had been badly financially affected by it.He believed that legislation wa
30、s needed to ensure that a similar situation could not happen again.Mr Nie intends to make a brief speech in the national legislative assembly outlining the case for his proposed legislation and some of its proposed provisions.Required:财经网络教育领导品牌 _ 高顿网校 All Rights Reserved 版权所有 复制必究 4 Draft sections
31、of the speech to cover the following areas:(i)Explain the importance of sound corporate governance by assessing the consequences of the corporate governance failures at ZPT;(10 marks)(ii)Construct the case for the mandatory external reporting of internal financial controls and risks;(8 marks)(iii)Ex
32、plain the broad areas that the proposed external report on internal controls should include,drawing on the case content as appropriate.(6 marks)Professional marks will be awarded in part(c)for the structure,flow,persuasiveness and tone of the answer.(4 marks)(50 marks)Section A This ONE question is
33、compulsory and MUST be attempted Section B TWO questions ONLY to be attempted 2、The following draft group financial statements relate to Jocatt,a public limited company:Jocatt Group:Statement of financial position as at 30 November Assets Non-current assets Property,plant and equipment Investment pr
34、operty Goodwill Intangible assets Investment in associate Available-for-sale financial assets Current assets Inventories Trade receivables Cash and cash equivalents Total assets Equity and Liabilities Equity attributable to the owners of the parent:Share capital Retained earnings Other components of
35、 equity Non-controlling interest Total equity Non-current liabilities:Long-term borrowings Deferred tax Long-term provisions-pension liability Total non-current liabilities Current liabilities:Trade payables Current tax payable Total current liabilities Total liabilities Total equity and liabilities
36、 2010 2009$m$m 327 254 86 48 68 85 72 54 94 90 616 490 105 128 62 113 232 143 399 384 财经网络教育领导品牌 _ 高顿网校 All Rights Reserved 版权所有 复制必究 5 1,015 874 290 275 351 324 15 20 656 619 55 36 711 655 67 71 35 41 25 22 127 134 177 85 1,015 874 Jocatt Group:Statement of comprehensive income for the year ended 3
37、0 Nember 10$m Revenue 432 Cost of sales(317)Gross profit 115 Other income 25 Distribution costs(555)Administrative expenses(36)Finance costs paid(6)Gains on property 105 Share of profit of associate 6 Profit before tax 59 Income tax expense(11)Profit for the year 48 Other comprehensive income after
38、tax:Gain on available for sale financial assets(AFS)2 Losses on property revaluation(7)Actuarial losses on defined benefit plan(6)Other comprehensive income for the year,net of tax(11)Total comprehensive income for the year 37 Profit attributable to:Owners of the parent 38 Non-controlling interest 1
39、0 48 Total comprehensive income attributable to:$m Owners of the parent 27 Non-controlling interest 10 37 Jocatt Group:Statement of changes in equity for the year ended 30 November 2010 Share Retained AFS Revaluation Total Non-Total Capital Earnings financial Surplus controlling equity assets(PPE)In
40、terest$m$m$m$m$m$m$m Balance at 1 December 2009 275 324 4 16 619 36 655 Share capital issued 15 15 15 Dividends(5)(5)(13)(18)Rights issue 2 2 Acquisitions 20 20 Total comprehensive income for the year 32 2(7)27 10 37 财经网络教育领导品牌 _ 高顿网校 All Rights Reserved 版权所有 复制必究 6 Balance at 30 November 2010 290 3
41、51 6 9 656 55 711 The following information relates to the financial statements of Jocatt:(i)On 1 December 2008,Jocatt acquired 8%of the ordinary shares of Tigret.Jocatt had treated this investment as available-for-sale in the financial statements to 30 November 2009.On 1 December 2009,Jocatt acquir
42、ed a further 52%of the ordinary shares of Tigret and gained control of the company.The consideration for the acquisitions was as follows:Holding Consideration$m 1 December 2008 8%4 1 December 2009 52%30 60%34 At 1 December 2009,the fair value of the 8%holding in Tigret held by Jocatt at the time of
43、the business combination was$5 million and the fair value of the non-controlling interest in Tigret was$20 million.No gain or loss on the 8%holding in Tigret had been reported in the financial statements at 1 December 2009.The purchase consideration at 1 December 2009 comprised cash of$15 million an
44、d shares of$15 million.The fair value of the identifiable net assets of Tigret,excluding deferred tax assets and liabilities,at the date of acquisition comprised the following:$m Property,plant and equipment 15 Intangible assets 18 Trade receivables 5 Cash 7 The tax base of the identifiable net asse
45、ts of Tigret was$40 million at 1 December 2009.The tax rate of Tigret is 30%.(ii)On 30 November 2010,Tigret made a rights issue on a 1 for 4 basis.The issue was fully subscribed and raised$5 million in cash.(iii)Jocatt purchased a research project from a third party including certain patents on 1 De
46、cember 2009 for$8 million and recognised it as an intangible asset.During the year,Jocatt incurred further costs,which included$2 million on completing the research phase,$4 million in developing the product for sale and$1 million for the initial marketing costs.There were no other additions to inta
47、ngible assets in the period other than those on the acquisition of Tigret.(iv)Jocatt operates a defined benefit scheme.The current service costs for the year ended 30 November 2010 are$10 million.Jocatt enhanced the benefits on 1 December 2009 however,these do not vest until 30 November 2012.The tot
48、al cost of the enhancement is$6 million.The expected return on plan assets was$8 million for the year and Jocatt recognises actuarial gains and losses within other comprehensive income as they arise.(v)Jocatt owns an investment property.During the year,part of the heating system of the property,财经网络
49、教育领导品牌 _ 高顿网校 All Rights Reserved 版权所有 复制必究 7 which had a carrying value of$05 million,was replaced by a new system,which cost$1 million.Jocatt uses the fair value model for measuring investment property.(vi)Jocatt had exchanged surplus land with a carrying value of$10 million for cash of$15 million
50、 and plant valued at$4 million.The transaction has commercial substance.Depreciation for the period for property,plant and equipment was$27 million.(vii)Goodwill relating to all subsidiaries had been impairment tested in the year to 30 November 2010 and any impairment accounted for.The goodwill impa