1 By student name Professor University Date: 16 September 2017. 1|P a g e
2 Executive Summary A report has been prepared on the liquidation of the companies and the major reasons that can be attributed to the liquidation of the companies. There might be several reasons for the liquidation of the companies which have been analysed in the report using the various examples. The main reason for the winding up of the companies has been inability to pay off the debts which have piled up over the period of time coupled with inefficient management, unethical accounting and many other such reasons. Since ethics and governance has took great importance in the recent past, it has been stressed uponin the report as to how it can play a major role in the downfall of the company. Based on the analysis, conclusions have been drawn and recommendations have been given as to how the companies can avoid such situation in future. 2|P a g e
3 Contents Introduction – Liquidation & its basics........................................................................................................4 The individual cases of liquidation...............................................................................................................6 ABC learning............................................................................................................................................6 One Tel Phone company..........................................................................................................................7 HIH Insurance..........................................................................................................................................8 Conclusion...................................................................................................................................................9 Recommendation......................................................................................................................................10 References.................................................................................................................................................11 3|P a g e
Paraphrase This Document
Need a fresh take? Get an instant paraphrase of this document with our AI Paraphraser
4 Introduction – Liquidation & its basics Liquidation is a situation in which company need to close all its operation and sell off all its assets, property and investment in order to generate cash to repay all its debts. After the liquidation process, company is completely closed and that marks the official closure to the existence of the company. When company is not able to fullfill all its obligations liquidation is a method through which company can close down its operation(Bizfluent, 2017).It marks the end of the going concern assumption of company. There can be many reasons due to which the company may need to liquidate. Company may either liquidate voluntarily on sharholder’s consent on fulfilment of its objective that is direct liquidation or on order of court that is called compulsory liquidation. The major parties who can lodge petition for the compulsory liquidation of company are company sue moto, creditors, contributories, those shareholders who need to contribute at the time of liquidation of company, secretary of state and official receiver(Belton, 2017). In the process of liquidation, company needs to appoint liquidator who have right to sell off all assets, investment and property of the company and pay off all the debts according to the priorty all take all major steps in liquidation of company. After the appointment of liquidator board of direction & member lose all their powers to pass any resolution. All the decision is generally being taken by liquidator in the interest of stakeholder and company as per law. There might also be a situation when the directors’ or partners’ personal assets may also be attached in order to meet the liabilities of the liquidation. Liquidation is also known as winding up, dissolution and receivership in official terms. If the financial position of company is not viable the director of company can recommend to close down its opration and starts the process of liquidation(Alexander, 2016).There are many other situation in which company might get liquidated like company is unable to pay its debts, the number of member falls below the minimum requirement, inappropriate working capital, geographical location not be proper and market might not be according to the company’s preference, also there might be fraudulent financial practices by or against the company. All these are critical factors that might lead to the liquidation of company. Indulging in illegal practice or business and violation of rules and regulation can also be the reason of liquidation. The same is discussed in more details using examples of three major companies of Australia. (Bromwich & Scapens, 2016). 4|P a g e
5 5|P a g e
6 The individual cases of liquidation ABC learning ABC Learningwas a renowned childhood education service providing companiesin the Australia. The company had a very large number of educational centre across Australia working as profit making centre and was also earning huge amount of profits. The company got listed on the Australian Stock exchange with market capitalization worth 2.5 billion dollars in the year 2006 and then the auditors of the company also got changed(Chron, 2017).However, after few years company was found to be involved in numerous unethical practices because of non governance of accounting. Due to all this reason company had to liquidate. This occurred as company borrowed large amount of money and was simultaneously unable to pay as per repayment schedule. Due to this the investor of the company were heavily affected andwent into extensive losses. The auditor of the company can also be held liable for the liquidation as the auditors did not discharge their responsibilities independently and professionally and did not discuss the inefficiencies and the accounting issues with the management and gave their opinion as it is and then the company was liquidated in 2008. After that in December 2009, it was being taken over by another company named Goodyear Early Learning, having more than 650 education centres in Australia(Choy, 2018). The most important reason behind the liquidation was company was unable to pay off its long pending debts and as a consequence, the company had gone into voluntary liquidation. The auditors of the company refused to sign off the audit report due to accounts being materially misstated over the last few years and hence, recasting and recomposition of financial statement was being suggested by the auditors(Dichev, 2017). The childcare started in Australia and expanded swiftly as many as 2,300 centres across Australia in early 2000s. The growth was so huge that it also succeeded in acquiring 1% stake in US market. The company also was involved in some other considerable acquisitions which elucidated for massive profit for the company shifting from 15-20% in 2004 – 2005.However, apart from the profit the debt of the company kept on increasing, which the company was never able to pay within the time limit and 6|P a g e
Secure Best Marks with AI Grader
Need help grading? Try our AI Grader for instant feedback on your assignments.
7 accordingly the share price of the company unexpectedly fall in by more than 40% in 2007. Hence, the receivership was forced upon on the company and hence the company was delisted from stock exchange(DeZoort & Harrison, 2016). The major reason behind the liquidation of ABC Learning includes deficiency in corporate governance which the organisation need to follow, scarcity of ethics in business, misleading or inappropriate disclosure of price sensitive information to stakeholder. Due to deficient internal control and lack of management review clarifies that in the absence of due deligence by the company on the procurement of property, acquisition of new entities, the company paid extra considerations to the tune of multi million dollars. Thus it shows that at the time of acquisition of companies it were not measured on the basis of future economic benefit or digits but was a mere sale by the approving authority primarily by those charge with governance(Dumay & Baard, 2017).The company was not having any investment review committee instead; it possessed management group approval whose only involvement in the acquisition activity was redundant stamping exercise. The report also shows that one of the entity which had an actual value of $ 30 Mn was being paid $ 70 Mn, which is an example of making over payment or excessive payment to the acquisition vendor(Jones, 2017). One Tel Phone company One another major company is One tel phone company which was known for one of the prominent telecommunication brand in Australia, being famous for its mobile, marketing, internet services and new information systems and well known among the young crowd. It also had a huge customer base of 2 million customers across 8 countries at that point of time. It was found later on that the company was involved in the number of unethical accounting and malpractices because of inadequate internal business control and untenable business ethics along with non-competative management who are involved in fraud and unethical accounting practices (Visinescu, et al., 2017). Theytook lease botheration in giving true and fair picture of books of accounts to the investors and interested parties. The serious reason behind the liquidation of company was misleading information and wrong projection of the revenue and profit based on the past year profit figures. The company has been earning handsomely from 1997 to 2000 with the growth in turnover by almost 127%, 40%, 57% and 100% and on the basis of sane, it gave an 7|P a g e
8 estimated rise in sales of 10 times as compared to the last year. However, even when there was a huge growth in past, the company was not able to meet its expectation in reality. One of the another major reason was unable to pay the debts, large amount of payable and liabilities in financial statement which gave a negative impact along with the purchase of spectrum licences, funded through public as well as government funding which was not required by the entity. Later on in the year 2000, the company suffered a heavy losses amounting to $ 291 Mn and as a result had to undergo liquidation and its share prices fell as low as $ 1. Despite incurring major losses, the directors of the company got handsome salaries and bonus from the company worth million dollars. All this resulted in negative cash flow and increase of debt burden on the company (Saeidi, 2012).The company closed all its operation, sold all its assets and investment, laid off large number of employee and finally got liquidated in 2001. The financial statement no more reflected true and correct picture basis which major decision of company could have been taken and corporate governance of the company was not being followed. In addition to the sales being shown inflated in books of accounts, many other figures like receivables, and other accruals were also shown to be unreasonably high which bounds the auditor to give qualified audit report. This was a detection risk which should have been necessarily brought to the notice of the management but the auditors failed to do so(Grenier, 2017). HIH Insurance Another company being discussed here is HIH insurance which is one of the reputed company in Australia. It was known widely for its insurance business. It was the 2ndlargest in Australia. But it got liquidated because of massive loss being incurred by the organisation. The entire amount of loss was $5.3 Mn which is still considered to be one of the major collapses in Australia(Sithole, et al., 2017). Theforemostreason behind the liquidation of company was erroneous valuation techniqueand inaccuratepricing policyfollowed by the companyalong with aggressive accounting assumption. Inspite of ending with major losses, the company paid to his chief executive officer handsome package in million dollars who resigned a year ago when the organisation liquidated. The primary activities being undertaken by the HIH insurance included property and underwriting services(Heminway, 2017). The liquidation of the company wasdue to inaccurate and misstated disclosure of acquisition values w.r.t. acquisitions of organisation like CE Health international. In the given case, the liabilities and reserves were shown to be less 8|P a g e
9 than actual in financial statement, this ultimately resulted in liquidation. In one another case, acquisitions were made with the lack of due diligence and inappropriate information reported by the company which were detected by the auditor at the same time. The overall loss suffered by the company accounting $100 Mn to $ 300 Mn. The non compliance of corporate governance coupled with other professional and business misconducts led to the winding upof HIH insurance company(Knechel & Salterio, 2016). Conclusion From the above analysis and discussion through the help of the 3 companies, we can conclude that there can be many reasons which can lead to the liquidation of the company. The company might not be able to manage its operation effectively and discharge its liabilities efficiently within the time period that may contribute to its liquidation. In case of ABC Learning the management of the company involved in many malpractices including showing that the company would be making huge profits in the future ven when it was not the case. The unfair means being adopted by the company not only resulted in severe losses to the investors but affected the entire society as a whole as many people were rendered unemployed. There were many other reasons for the same and even the auditors were not effective enough to highlight the issues to the management and faultered in their responsibilities. All this cumulatively has led the government to frame the strict laws of liquidation of the company which will be completely monitored by the official liquidator. From the above mentioned 3 case studies, it is also clear that it is so important to get the accounts audited and it highlights the role of the auditors to give a true and unbiased report as most of the investment decisions are based upon the same. If the auditors of the company are also involved in the malpractives and fraudulent activities then they should also be penalised and held guilty for the same. It is for this reason, that the liquidator must be entrusted with the entire responsibility of liquidation so that appropriate code of conduct is being followed in the process. 9|P a g e
Paraphrase This Document
Need a fresh take? Get an instant paraphrase of this document with our AI Paraphraser
10 Recommendation There can be many learnings from the above three examples which need to be understood liquidation perse. First of all, companies and its management should consider the responsibility and try to understand that liquidation does not only marks the end of company but also leads to massive losses for investors, employment loss for the employees and other losses for the various stakeholders. The investors and the shareholders invest in the company based on the audit report being issued bu the auditors and in case the auditors give false and biased information, the investors are bound to make losses. Therefore, alongwith the management, the auditors also need to assume the responsibility to give the true and fair view of the business affairs to the outsiders. Even though the government has come out with several rules and regulations to control on the liquidation issues and correct reporting including corporate governance norms, but still the same needs to be monitored as to which extent the same is being followed by the different companies. The overall awareness about true and fair reporting will not only help in the development of reporting quality but also the professional standards. It can also be concluded that not only debts can be a reason for liquidation, it can be incompetent management, illegal business or many other reasons. 10|P a g e
11 References Alexander, F., 2016. The Changing Face of Accountability.The Journal of Higher Education,71(4), pp. 411-431. Belton, P., 2017.Competitive Strategy: Creating and Sustaining Superior Performance.London: Macat International ltd. Bizfluent, 2017.Advantages & Disadvantages of Internal Control.[Online] Available at:https://bizfluent.com/info-8064250-advantages-disadvantages-internal-control.html [Accessed 07 december 2017]. Bromwich, M. & Scapens, R., 2016. Management Accounting Research: 25 years on.Management Accounting Research,Volume 31, pp. 1-9. Choy, Y. K., 2018. Cost-benefit Analysis, Values, Wellbeing and Ethics: An Indigenous Worldview Analysis. Ecological Economics,p. 145. Chron, 2017.five-common-features-internal-control-system-business.[Online] Available at:http://smallbusiness.chron.com/five-common-features-internal-control-system-business- 430.html [Accessed 07 december 2017]. DeZoort, F. & Harrison, P., 2016. Understanding Auditors sense of Responsibility for detecting fraud within organization.Journal of Business Ethics,pp. 1-18. Dichev, I., 2017. On the conceptual foundations of financial reporting.Accounting and Business Research,47(6), pp. 617-632. Dumay, J. & Baard, V., 2017. An introduction to interventionist research in accounting..The Routledge Companion to Qualitative Accounting Research Methods,p. 265. Grenier, J., 2017. Encouraging Professional Skepticism in the Industry Specialization Era.Journal of Business Ethics,142(2), pp. 241-256. Heminway, J., 2017. Shareholder Wealth Maximization as a Function of Statutes, Decisional Law, and Organic Documents.SSRN,pp. 1-35. 11|P a g e
12 Jones, P., 2017.Statistical Sampling and Risk Analysis in Auditing.NY: Routledge. Knechel, W. & Salterio, S., 2016.Auditing:Assurance and Risk.fourth ed. New York: Routledge. Saeidi, F., 2012. Audit expectations gap and corporate fraud: Empirical evidence from Iran.African Journal of Business Management,6(23), pp. 7031-41. Sithole, S., Chandler, P., Abeysekera, I. & Paas, F., 2017. Benefits of guided self-management of attention on learning accounting.Journal of Educational Psychology,109(2), p. 220. Visinescu, L., Jones, M. & Sidorova, A., 2017. Improving Decision Quality: The Role of Business Intelligence.Journal of Computer Information Systems,57(1), pp. 58-66. 12|P a g e