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NOTES TO THE GROUP ANNUAL FINANCIAL STATEMENTS

continued

For the year ended 31 May 2016

95

BLUE LABEL INTEGRATED ANNUAL REPORT 2016

2.

Group composition

Basis of consolidation

(a) Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity

when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to

affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is

transferred to the Group. They are deconsolidated from the date that control ceases.

The Group applies the acquisition method to account for business combinations. The consideration transferred for the

acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred to the former owners of the

acquiree and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or

liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent

liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The Group

recognises any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, either at fair value or at the

non-controlling interest’s proportionate share of the recognised amounts of acquiree’s identifiable net assets. If the business

combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity interest in the

acquiree is remeasured to fair value at the acquisition date; any gains or losses arising from such remeasurement are

recognised in profit or loss.

Acquisition-related costs are expensed as incurred.

Any contingent consideration to be transferred is recognised at fair value at the acquisition date. Subsequent changes

to the fair value of the contingent consideration that is deemed to be an asset or liability are recognised in profit or loss.

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition

date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is

recorded as goodwill. If the total consideration transferred, non-controlling interest recognised and previously held interest

measured is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the

difference is recognised directly in the income statement.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated.

Unrealised losses are also eliminated. When necessary, amounts reported by subsidiaries have been adjusted to conform

with the Group’s accounting policies.

The Company accounts for investment in subsidiaries at cost, less accumulated impairment losses.

(b) Changes in ownership interests in subsidiaries without change of control

Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions,

i.e. transactions with the owners in their capacity as owners. The difference between fair value of any consideration paid

and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses

on disposals to non-controlling interests are also recorded in equity.

(c) Disposal of subsidiaries

When the Group ceases to have control, any retained interest in the entity is remeasured to its fair value at the date when

control is lost, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount

for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In

addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as

if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in

other comprehensive income are reclassified to profit or loss.