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Unconsolidated Subsidiaries: Definition, Examples, and Accounting Treatments

Last updated 03/16/2024 by

Daniel Dikio

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Summary:
An unconsolidated subsidiary is a company owned by a parent company whose financial statements are not included in the parent’s consolidated financial statements. Instead, it appears as an investment.

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Understanding unconsolidated subsidiaries

An unconsolidated subsidiary, also known as an equity method investment, is a company that a parent company has a significant stake in but doesn’t exercise full control over. While the parent company owns a substantial portion of the subsidiary’s voting stock, it does not consolidate the subsidiary’s financial statements with its own. Instead, the parent company reports its investment in the subsidiary separately on its consolidated financial statements.

Definition and characteristics

Unconsolidated subsidiaries typically arise when the parent company lacks controlling interest, has only temporary control, or if the parent’s business operations substantially differ from those of the subsidiary. This distinction is crucial in determining how the subsidiary’s financial results are reported.
Companies with less than a 50% ownership stake in a subsidiary usually account for the investment using the equity method or historic cost method, depending on the level of control exerted by the parent company.

Accounting treatment

When a parent company owns 20% or more (but less than 50%) of the subsidiary’s voting stock and exerts significant influence over its operations, it uses the equity method of accounting. This method requires the parent company to record its share of the subsidiary’s profits or losses on its income statement.
On the other hand, if the parent company holds less than a 20% stake in the subsidiary and lacks control over its operations, it simply records the investment at historical cost or purchase price on its balance sheet. In this scenario, dividends received from the subsidiary are recognized as income, but investment income is not recorded.

Reasons for having unconsolidated subsidiaries

There are several reasons why a parent company may establish unconsolidated subsidiaries:
  • Joint ventures (JVs): Companies may form JVs to collaborate with other entities on specific projects while sharing costs and risks.
  • Special purpose vehicles (SPVs): SPVs are often created to ring-fence risks associated with certain business activities or projects, such as financing large infrastructure projects or managing complex financial transactions.
  • Regulatory compliance: In some cases, regulatory requirements may necessitate the creation of separate legal entities to comply with local laws or industry regulations.

Types of unconsolidated subsidiaries

Unconsolidated subsidiaries can take various forms, each with its own unique characteristics and implications for accounting and financial reporting. Understanding the different types of unconsolidated subsidiaries can provide insights into their purposes and functions within the broader corporate structure.

1. Minority interest subsidiaries

Minority interest subsidiaries are entities in which the parent company owns less than 50% of the voting stock but still maintains a significant level of influence or control. While the parent company does not consolidate the subsidiary’s financial statements, it may exercise managerial authority or hold veto powers over critical decisions.
These subsidiaries often arise in situations where the parent company seeks to diversify its investments or expand into new markets without assuming full ownership or responsibility for the subsidiary’s operations.

2. Special purpose entities (SPEs)

Special purpose entities, or SPEs, are entities created for a specific purpose or objective, such as financing a particular project or managing a set of assets or liabilities. SPEs are often structured to ring-fence risks associated with certain activities, thereby protecting the parent company from potential adverse impacts.
These entities are commonly used in complex financial transactions, securitization arrangements, and infrastructure projects where it is advantageous to isolate the associated risks and obligations from the parent company’s core operations.

Expanding on the example of unconsolidated subsidiaries

Consider a scenario where Company ABC establishes an unconsolidated subsidiary, Business XYZ, to undertake a large-scale construction project in a foreign market. ABC holds a 40% controlling interest in XYZ, qualifying it as an unconsolidated subsidiary.
During the fiscal year, XYZ generates $1 billion in profits. Since ABC owns more than 20% but less than 50% of XYZ and exerts significant influence over its operations, ABC applies the equity method of accounting. As a result, ABC records $400 million in earnings on its income statement and adjusts the value of its initial investment accordingly.

Revenue recognition and cost allocation

In addition to recording profits or losses from its unconsolidated subsidiary, Company ABC must also consider how revenue recognition and cost allocation affect its financial statements. Revenue generated by Business XYZ may need to be recognized proportionally based on ABC’s ownership stake, while expenses incurred by XYZ may impact ABC’s overall profitability.
Understanding the interplay between revenue recognition and cost allocation is essential for accurately reflecting the financial performance of both the parent company and its unconsolidated subsidiary.

Risk management and disclosure requirements

Unconsolidated subsidiaries pose unique risks and disclosure requirements for parent companies, particularly concerning potential liabilities and contingent obligations. Parent companies must carefully assess and disclose their exposure to risks associated with unconsolidated subsidiaries, including legal, financial, and reputational risks.
Effective risk management strategies may involve implementing robust internal controls, conducting regular assessments of subsidiary performance, and maintaining open communication channels with stakeholders.

Conclusion

Understanding unconsolidated subsidiaries is crucial for companies and investors alike. These entities represent significant investments for parent companies, and their accounting treatment can impact financial statements and decision-making processes.

Frequently asked questions

What is the difference between a consolidated and unconsolidated subsidiary?

In a consolidated subsidiary, the parent company includes the subsidiary’s financial statements in its own consolidated financial statements. In contrast, an unconsolidated subsidiary’s financial statements are not included in the parent company’s consolidated financial statements.

When should a company use the equity method of accounting for an unconsolidated subsidiary?

The equity method of accounting is typically used when a company holds between 20% and 50% of the voting stock of a subsidiary and can exert significant influence over its operations.

What are the main reasons for establishing unconsolidated subsidiaries?

Unconsolidated subsidiaries are often established for reasons such as joint ventures, special purpose vehicles, and regulatory compliance. Companies may choose to create unconsolidated subsidiaries to collaborate on specific projects, manage risks, or comply with legal and regulatory requirements.

How does the accounting treatment differ between a minority interest subsidiary and a special purpose entity (SPE)?

Minority interest subsidiaries involve situations where the parent company owns less than 50% of the voting stock but maintains a significant level of influence. Special purpose entities, on the other hand, are created for specific objectives such as financing projects or managing assets. The accounting treatment for each entity type depends on factors such as ownership stake and control exerted by the parent company.

What are the potential risks associated with unconsolidated subsidiaries?

Unconsolidated subsidiaries may expose parent companies to various risks, including legal, financial, and reputational risks. Parent companies must carefully assess and manage these risks to mitigate potential adverse impacts on their operations and financial performance.

Are there any regulatory requirements governing the establishment and operation of unconsolidated subsidiaries?

Depending on the jurisdiction and industry, there may be regulatory requirements governing the establishment and operation of unconsolidated subsidiaries. Companies must comply with applicable laws, regulations, and reporting standards when establishing and managing unconsolidated subsidiaries.

How do unconsolidated subsidiaries impact a parent company’s financial statements?

Unconsolidated subsidiaries impact a parent company’s financial statements by influencing its income statement, balance sheet, and cash flow statement. Depending on the accounting treatment used, the parent company may recognize income, losses, assets, and liabilities associated with its investments in unconsolidated subsidiaries.

Key takeaways

  • Unconsolidated subsidiaries are companies owned by a parent company but not fully controlled by it.
  • Parent companies use the equity method or historic cost method to account for their investments in unconsolidated subsidiaries.
  • Reasons for establishing unconsolidated subsidiaries include joint ventures, special purpose vehicles, and regulatory compliance.

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