Another post, another statistical data, and the probability calculated in my previous posting now needs to be recalculated. Ah, well, life is complicated, like the corporate world. Companies these days are behaving more and more like human beings. There are good companies and there are bad companies. And it is getting much harder to tell which one is the rightful parent company, eventhough kid companies, called subsidiaries in the corporate world, can only have a single parent.
In good times, parent companies love to have good subsidiaries in their books, i.e. their consolidated financial statements or accounts. They are proud of their successful and profitable subsidiaries. Their consolidated financial results and returns look good and investors love them. Like normal human parents, they love good kids. But in bad times, or when subsidiaries do bad things, parent companies don't like to consolidate, they want to de-consolidate bad subsidiaries. Like human parents who would go to the extent of disowning bad kids or do things to disassociate themselves from their bad kids.
In the current difficult environment, suddenly many companies do not show up in the consolidated accounts of their so-called parent companies. Those sick companies have lost not only their financial values but also their parents. Which parent is now responsible for these missing or orphaned companies? So the guys on the financial reporting standards setting board get together to review their current standard on consolidated accounts to see where they have gone wrong and how to plug the holes. By the way, these guys are also being blamed by some sick companies for the book losses reported according to their standards.
Unlike humans, where you can run DNA tests to determine the biological or natural parents to whom the kids are born, it does not work that way in the corporate world. The current standard on consolidation prescribes a test of ownership, and the risk and rewards of that ownership. You pass the test, you consolidate. If you own a majority stake in a company, you consolidate unless you can prove that you have no control. On the other hand, if you have less than majority, you can still consolidate if you can prove that you have control. But in today's complicated financial world, one can no longer tell who is in control. Share capital used to be simple - ordinary shares or preference shares. But now there are numerous classes and variations of shares, voting or non-voting, with call options or put options, cumulative or non-cumulative, redeemable or non-redeemable, and with all kinds of derivative instruments attached to them. To make it even more complicated, you can have side agreements or unwritten understanding on who calls the shots. What you see is no longer what you get. So the standards setting body now wants to do away with threshold limits and wants to use a test of control.
What would be the risk and rewards of having kids? Should all natural parents be entitled to the rewards, financial or otherwise, of their kids? Should an irresponsible workaholic, alcoholic and womanizing father who never takes care of his kid enjoy the rewards simply because he made the kid's mother pregnant? What if the kid was given away since young or adopted by non-biological parents? What if the kid was raised by an uncle or untie, or simply grew up with friends or strangers? Who deserves to receive the rewards of the kid? Life is so complicated these days that some biological parents no longer deserve the rewards of their kids. But how do we determine who controls the kids?
The more rules you make, the more complicated the world gets. There will always be some smart guys out there, like your usual investment bankers, who can structure any deal to beat the rules. They can help you securitise anything, add guarantees or ratings, transfer risk, set up SPVs or SPEs, use tax havens, and make securitised sub-prime mortgages risk-free. And those poor guys on the standards setting board will have to keep up. And you, poor preparers and users of financial statements, and the investor community, will have to cope with ever changing rules that are getting harder and harder to understand.
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