Separation balance in reorganization: features and form

In the process of conducting business activities, there is a periodic need to reorganize the company, that is, to merge with another institution, absorb or move the branch to a separate structural unit. At the same time, the property and liabilities of the company are changed. Assets and liabilities of the company should be fixed at the date of the changes, forming a separation balance sheet.

The Essence

Each organization submits monthly, quarterly and annual reports. The first two are cumulative and are interim reports. According to paragraph 275 of the Instruction "On the preparation of accounts" No. 191n, in case of reorganization or liquidation of an organization, it is necessary to deposit the separation balance sheet at the date of the change.

Drawing up a balance sheet

The reorganized firm, which changes the volume and structure of the balance sheet, continues to function without interrupting its activities. The separation balance sheet for the separation of a branch is formed on the basis of the decision of the founders. The accountant should properly distribute the property among the organizations.

The information is taken from the last submitted report, which should also be attached to the balance sheet.

The specific form of the separation balance sheet of the reorganization is not provided for by legislation. Recommendations on the composition of the balance are contained in the Ministry of Finance's Methodological Guidelines No. 44n. The separation balance sheet must contain the following requisites:

• Name of the organization being reorganized;
• Names of successors;
• Forms of ownership of all participants of the process on the date of the report and after the reorganization;
• Assets, liabilities, equity of the reorganized enterprise.

All balance indicators are distributed among the new organizations by the ratio, which is approved and prescribed in the shareholders' decision. No other adjustments are made to the balance sheet and the Profit and Loss Statement.

The separation balance of the organization, whose assets are divided between the "new" enterprises, is presented in the table.

The separation balance sheet should contain information on the ratios of liabilities and assets transferred. The percentages indicated in the header of the report show how the share capital of the "old" firm is divided.

Additional documents

The separation balance in the reorganization of the firm needs to be reinforced:

• The decision of the founders on the reorganization, which details the procedure for the distribution of property and liabilities, the methods for assessing assets and other conditions.
• The reporting of the reorganized enterprise, which assesses the assets and liabilities of the assignee.
• Act of inventory of the balance of the reorganized company, which is drawn up before the formation of the accounts. Primary documents for material values are attached to it.
• Decoding of accounts payable and receivables, in which information should be provided on the notification of all counterparties of the reorganization. In addition, acts of reconciliation of amounts of arrears are presented.
• The act of reconciliation calculations with the budget and state funds.
• The list of contracts of the allocated enterprise, on which rights and duties are transferred. Separately, information is provided on controversial obligations that are pending in court.

Distribution of balance indicators

The assets and liabilities must be cleared in accordance with the decision of the founders. In this case, you must comply with a number of requirements. There are no separate rules on the distribution of assets. Usually, property and reserves are transferred to the company that they need. That is, the company that uses them has rights to intellectual property.

The balance of cash is formed on the basis of balances in the cash register and on all accounts. Frozen funds are not included here. That is, it is not possible to attribute funds to the most liquid assets on arrested accounts or bankrupt banks.

The size of the capital of the old company should be equal to the sum of the capital of new organizations. If the capital of the legal successor is less than that of the predecessor, then the same difference increases the retained earnings or reduces the loss of the "new" organization. In the reverse situation, the source of capital growth can be increased value of property, additional capital or retained earnings. An important condition: the net assets of "new" enterprises should be no less than the value of their authorized capital.

If the transferee receives revalued property, he must transfer the appropriate amount of additional capital. The cost of the purchased OS due to the target receipts should be reflected in account 98.

Doubtful debts and financial investments "new" firm receives together with the corresponding sum of reserves.

Accounts payable to the "old" firm are distributed among successors on the ratio of carry-over assets. Receivables and payables for one company are best transferred to one enterprise. Advances for paid VAT - the firm that received the relevant contract.

Fixing prices

Before you make a separation act-balance, you need to calculate the value of the property. For these purposes, you can use the residual value from the balance sheet or market value. For the accountant, the first option is more convenient, since it prevents the appearance of differences in OUs and BUs. Shareholders benefit from assessing the value of the property based on market prices, so that the real value of assets is not distorted. For these purposes, you should use the services of an independent appraiser. And the candidate should be approved in the decision on reorganization. The way of property transfer is chosen by the managers. The value of the property in the report must coincide with the data in the annexes.

The liabilities of the enterprise are transferred only at book value. That is, in the amount in which the debt should be repaid by the creditor. The claims are subject to redemption at market value.

Unrecorded liabilities and assets

The unrecorded liabilities must be recorded in the appendices to the accounts. Such a situation can arise if, for example, a firm has concluded a supply contract before the reorganization, the goods have not shipped and no payment has been received. Nevertheless, such a contract must be transferred to one of the successors. Assets and liabilities on off-balance sheet accounts should be shared with the debt and investments in respect of which they are incurred. Leased property is transferred to the organization that needs it more.

Separation balance in 1С

In the "1C" program, the period is selected in the report generation settings in the "General" tab. If there is a need to fill out a report for the previous period, the form of the form can be found in the "Reporting periods" handbook. Each new configuration contains samples of forms for the three previous periods. All of them are presented in the form of a hierarchical list. Any form can be opened and edited. If desired, you can make a balance at least daily. To do this, you need to select Day as the reporting date, and specify the previous date in the settings. To generate a report, click the "Create" button.

Conclusion

The separation balance sheet, the form of which is presented on the FTS website, is if the company merges with another organization or allocates a separate subdivision. Assets are divided by residual or market value. All balance figures must match the data in the applications. The debt is distributed in proportion to the current assets. The value of net assets must not be less than the amount of the authorized capital.