Forums › ACCA Forums › General ACCA Forums › question re wholly owned UK Subsidiary- Audit exempt, disclosures and co sec
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- November 13, 2014 at 12:55 pm #209611
Hi i have a question as per the below:
An individual small UK Company Beta Ltd sells all of its shares to an overseas company ‘Zero Inc’ so that it is now wholly owned by a the overseas company Zero Inc. The UK Company Beta Ltd originally (before the sale) was fully owned by director Mr X.
However Mr X’s personal service company is also Zero Inc so in effect Mr X has merely transferred all of his holding in UK Beta Ltd to his own holding company Zero Inc which is based overseas. The only change being is that UK Beta Ltd is now a wholly owned subsidiary of an overseas entity.
For Mr X as far as he’s concerned its business as usual , he still sits on the board of Zero Inc as he did UK Beta Ltd.
Questions:
Upon it becoming fully controlled by an overseas entity has anything changed in this regard? What effect does this change have on the accounting treatment (if any) and disclosures in the UK accounts for UK Beta Ltd? My understanding is that we proceed as normal apart from disclosing the ultimate controlling party note in the accounts as now it’s not a standalone company , it’s a wholly owned subsidiary. I presume UK Beta Ltd is still exempt from audit? Previously UK Co Beta Ltd( before the sale of shares to Zero Inc) was exempt from audit and was filing audit exempt accounts to companies house under s476,477 of the Companies Act UK.
Secondly is there anything else that should be considered now that Zero Inc is a 100% shareholder of UK Beta Ltd? What are the company secretarial matters that need to be addressed from UK Beta Ltd’s point of view for the sale of shares? Another other disclosures in the uk accounts?
November 14, 2014 at 12:21 pm #209933anyone?
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