Research On Measurement Of Merger Goodwill Of Listed Companies

In recent years,the M&A and reorganization of listed companies in China's A-share market has maintained an active trend.The total assets of goodwill have grown rapidly under the catalysis of “high valuation”,and the problem of impairment of goodwill has become more and more serious.The actual earnings of many target companies after mergers and acquisitions are far lower than expected at the time of mergers and acquisitions,resulting in the mergers and acquisitions have to make huge provision for goodwill impairment.This situation has caused an incalculable negative impact on the listed companies themselves,investors,government departments and capital markets.In addition,the huge amount of goodwill impairment provision may lead to the reduction of the authenticity of the previous accounting information,and will also affect the comparability of accounting information in different periods.In view of this,this paper proposes corresponding suggestions for these problems by analyzing the problems existing in the initial measurement and subsequent measurement of Xinli Financial's combined goodwill,in order to improve the rationality of the measurement of combined goodwill.Through combing the relevant literatures,it is found that the scholars' research on goodwill has gone through the discussion from the discussion of the essence of goodwill to the discussion of the initial measurement of goodwill,and then to the rationality of the subsequent measurement method of goodwill.This paper analyzes and studies the measurement of goodwill from the initial measurement and subsequent measurement in two aspects.Firstly,combined with the strategic group relationship between the parties to the M&A transaction and the local interests that may be involved in the M&A transaction,the paper analyzes the issue of shareholder interest transfer in the M&A transaction and explores the underlying reasons behind the huge commercial reputation.Secondly,compare the value-added rate of similar mergers and acquisitions in the same industry with the evaluation value-added rate of the target enterprise,and then construct a valuation error analysis model based on CAPM combined with the research case to study the rationality of the valuation of the target enterprise.Then,it analyzes the overall profit quality and overall synergy of Xinli Finance after the merger,and judges the signs of impairment of goodwill by combining macroeconomic and market environment.Finally,analyze the difference between the actual performance of the target company and the expected performance at the time of the merger and the performance of the seller's performance.According to the motives behind the financial fraud of the new financial year 2015 and the impact of the impairment provision on the listed company,the management may be analyzed.There may be a risk management incentive to judge the reasonableness of the goodwill impairment test results.After careful analysis and research,the author draws the following conclusions: On the one hand,because the pricing power of the target enterprise equity is in the hands of a very small number of people,the transaction pricing is highly susceptible to the intervention of local interests.The transaction pricing of Xinli Financial's five target companies is suspected of the transfer of shareholders' interests.In addition,the influence of people's subjective judgment on the valuation process,the value of ?e is unreasonable,resulting in a falsely high valuation of the underlying corporate equity.high.On the other hand,due to the high amount of goodwill,the provision for impairment may lead to the continuous loss of listed companies being treated specially,wearing a “*ST” hat,the management will adopt some earnings management methods to artificially adjust the impairment of goodwill.loss.In order to avoid the above problems,Xinli Financial Management intends to postpone and concentrate on the provision for impairment of goodwill.In order to improve the rationality of the measurement of the merger goodwill,this paper puts forward some targeted suggestions.The main contents are as follows:(1)When using the income method to evaluate the value of the target enterprise,it is necessary to carefully determine the important parameter values of the evaluation model,according to accounting cautiousness.Principles,avoid underestimating costs and overestimating gains.(2)Within the reasonable time limit acceptable to both parties to the M&A transaction,the corresponding goodwill impairment compensation clause is added to the performance compensation agreement,not just the performance.(3)M&A transactions may involve alleged shareholder interests due to the complexity of the interests involved.The evaluation agency may lack independence due to the weakness of the negotiation.In conjunction with the M&A transaction,the shareholders shall transfer the interests of the shareholders,and the supervision of the listed companies' mergers and acquisitions and assessment institutions shall be strengthened.(4)Strengthen the supervision of information disclosure of goodwill impairment test to play a public role in monitoring the impairment test of listed companies' goodwill.