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Private Equity Analyst · CoreTrack
1Corporate Finance & Valuation
iCorporate Finance Fundamentals
Corporate FinanceCorporate Finance vs AccountingAgency CostsThe Financial ObjectiveThe Financing DecisionThe Investment DecisionProfit Maximisation vs Value…How Capital Allocation Affects…
iiTime Value of Money
Time Value of MoneyTime Value of MoneyCompoundingNominal and Effective Annual RatesThe Discount RateNominal vs Real Discount RateAnnuity vs Perpetuity
iiiCash Flow and Value Drivers
ReinvestmentReinvestment RateRevenue GrowthRevenue Growth vs ReinvestmentReturns in Corporate FinanceValue DriversOperating MarginEconomic ProfitFCFF vs FCFEHow to Normalise Earnings…
ivCost of Capital
The Cost of CapitalCost of CapitalSunk Cost vs Opportunity CostHow to Estimate a…Levered and Unlevered BetaCountry Risk PremiumEquity Risk PremiumThe Risk-Free Rate
vCapital Structure
Capital StructureHow to Analyse a…Financial LeverageOperating Leverage vs Financial…RecapitalisationDebt FinancingDebt CapacityGross Debt vs Net DebtEquity FinancingHow Leverage Can Increase…Refinancing RiskFinancial Distress
viCapital Budgeting
Capital BudgetingSunk CostsDiscounted PaybackPayback vs Discounted PaybackNet Present ValueInternal Rate of ReturnProject AppraisalIndependent vs Mutually Exclusive…How to Resolve NPV and IRR Conflicts
viiWorking Capital Finance
Capital RationingWorking Capital FinancingExcess CashCash ManagementShort-Term Financing
viiiPayout Policy
Payout PolicyPayout and Return of CapitalDividendsDividend Yield vs Payout RatioSignallingShare BuybacksDividend vs Buyback
ixValuation Fundamentals
ValuationValuation RangeFCFF vs FCFE ValuationSOTP vs Consolidated ValuationHow to Build a DCF ValuationHow to Build a…How to Build a…Firm Value and Equity ValueReplacement CostShareholder ValueEnterprise-to-Equity Value BridgeSum-of-the-PartsEnterprise Value vs Equity ValueValue vs PriceAsset Value vs Earnings ValueBook Value vs Adjusted Book ValueLiquidation Value vs Going-Concern…
xDiscounted Cash Flow
Discounted Cash FlowTerminal ValueNormalisationThe Forecast HorizonIncremental Cash FlowFree Cash Flow to FirmDiscounted Cash FlowBase Case vs Bull Case vs Bear CaseTwo-Stage vs Three-Stage DCFForward vs Historical FinancialsOperating vs Non-Operating AssetHow to Forecast Free Cash FlowHow to Audit a DCF Model
xiRelative Valuation
Relative ValuationDCF vs Relative ValuationConglomerate DiscountComparable Company AnalysisHow to Select Comparable CompaniesTrading MultiplesTrading Multiples
xiiTransaction Valuation
Transaction ValueDeal Value vs Enterprise ValueSources and UsesAccretion and DilutionHow to Analyse Accretion…Leveraged BuyoutManagement RolloverMinority Interest in ValuationControl Premium vs Minority DiscountPrecedent TransactionsLBO ReturnsTrading Comps vs Precedent TransactionsStrategic Buyer vs Financial BuyerHow to Build an…
xiiiValuation Discipline
Decision Rules in ValuationHow Valuation Ranges Improve…Implied AssumptionsImplied GrowthBase, Bull and BearScenario vs Sensitivity AnalysisMargin of SafetyHow to Check Discount…
2Transactions & Corporate Finance
iCapital Raising
Private PlacementRights Issue or Private PlacementSecondary SalePrimary Issue or Secondary SaleRefinancingConvertible Securities in a RaiseNet DebtUse of ProceedsAccretion Or DilutionHow To Analyse Financing…How To Map The…
iiMergers and Acquisitions
SynergyAsset Purchase or Share PurchaseExchange Ratio or Purchase PriceThe Deal RationaleDeal TermsIntegrationThe Integration PlanThe Value Creation PlanThe Synergy RegisterSynergy or Cost SavingThe Post-Merger ReviewMerger or AcquisitionReinvestment or Acquisition Spend
iiiThe Transaction Process, Governance and Communications
What a Transaction Is,…Signing and ClosingThe Term SheetTerm Sheet or Definitive AgreementThe MandateThe Data RoomThe Letter of IntentMaterial Information in a DealMaterial or Confidential InformationThe Deal Communication PlanInvestor or Employee MessageThe LeakThe Deal TeamThe Independent CommitteeHow an Information Barrier…Market SoundingThe Deal Stakeholder MapThe Deal TimelineDeal Outcome or Process QualityHow to Map a…The Long-Stop DateDeal RumoursDue Diligence or AuditConstruction Risk or Operating RiskRegulatory Approval or Third-Party ConsentExclusivity or ConfidentialityConditions Precedent or Subsequent
ivTransaction Documentation
Representations and WarrantiesThe Definitive AgreementThe Disclosure ScheduleThe Non-CompeteBreak Fee, Reverse Break…Termination RightsIndemnity, Covenant and UndertakingLimitation of LiabilityCompletion Accounts vs Locked BoxIndemnity vs EscrowHoldback vs EscrowHow to Build a…
vTransaction Valuation
ConsiderationBuilding a Consideration AnalysisComparable Companies in a DealEnterprise Value in a DealEquity ValuePurchase Price MechanicsThe Reservation PriceThe Fairness OpinionTransaction Risk and Integration RiskConflict of Interest and…Transaction Announcement and Market RumourBuilding a Diligence Workplan…Framing a Valuation Inside a TransactionKeeping a Transaction Decision…Writing a Transaction Case Study
viDeal Execution
Deal CertaintyConditions Precedent, Regulatory and…Deal Narrative vs Investment CaseThe Closing ChecklistMaterial Adverse ChangeClosing Deliverables
viiRestructuring
RestructuringHow to Map a…Demerger, Spin-Off and Carve-OutInsolvencyThe Distressed SaleThe Asset SaleThe Scheme of ArrangementThe TurnaroundDemerger vs Spin-OffTurnaround vs Debt Restructuring
viiiProject Finance
Project FinanceProject Finance vs Corporate FinanceHow to Map a…How to Review Project-Finance…The Project LenderSponsor vs LenderThe ConcessionDebt Service, the Cover…Debt Capacity and Debt OutstandingThe Offtake AgreementPolitical RiskHow to Build a…The Special Purpose VehicleCoverage RatiosDSCR and Interest Coverage
ixCapital Allocation
Capital AllocationHow to Build a…Growth Capex and Maintenance CapexThe Capital BudgetReturn of CapitalDebt Repayment or Share Repurchase
3Private Markets & Alternative Investments
iPrivate Markets Foundations
The Private FundHedge Fund vs Mutual FundHow to map a…How to distinguish a…Category I, II and III AIFs ComparedAlternative Investment FundPrivate MarketsPrivate Markets vs Public MarketsPrivate Equity vs Venture CapitalPrivate Credit vs Public CreditLong-Short vs Market NeutralHow to map Private Credit SeniorityHow to read a…How to map a…How to read a…How to map Private-Market Exit RoutesClawbackIlliquidityPreferred ReturnNAV Financing vs Preferred EquityFund RegistrationMultiple on Invested CapitalBuyout vs Growth EquityManagement Fee vs Carried InterestNAV vs Fair ValueNAV Financing vs Continuation VehicleGP vs LPHow to trace a…How to map a Fund LifecycleHow to read a…
iiPrivate Fund Structure and Governance
Limited PartnerThe Limited PartnershipPlacement MemorandumCommitment, Call and Capital AccountCapital CallCarried InterestHow Conflicts of Interest…Fund AdministratorFund SponsorKey-Person ProvisionsGeneral PartnerHow Limited-Partner Advisory Committees…Side LettersThe Waterfall
iiiFund Lifecycle
Fund Formation and TermRealisation and DistributionInvestment Period and Harvest PeriodDistributionFundraisingFinal CloseFund TermPrivate Fund Return MultiplesVintage BenchmarkVintage YearPublic Market EquivalentThe J-CurveRealised Value, Unrealised Value…MOIC vs IRR
ivPrivate Equity
Private EquityBuyoutGrowth EquityPortfolio CompanyBoard Observer
vVenture Capital
Venture CapitalSeed RoundVenture Capital Fund, Angel,…Series ASeries BThe Cap Table
viPrivate Credit
The Private Credit StackDistressed DebtWorkoutSecurity PackagePIK InterestPreferred EquitySyndicated LoansSenior DebtDirect LendingLeverage Ratios in Private Credit
viiReal Assets
Real AssetsBrownfield InfrastructureGreenfield and Brownfield InfrastructurePrivate Real Estate FundsREIT vs InvIT vs…Infrastructure FundsOccupancyThe Real Asset Risk SpectrumReal-Asset Cash Flow vs…Leases in Real AssetsNet Operating Income
viiiHedge Funds
Hedge FundsGetting Out of a Hedge FundPrime BrokerRedemption WindowSide PocketTail Risk in AlternativesGlobal MacroManaged FuturesMarket NeutralRelative ValueShort SellingHow Long-Short Strategies WorkEvent-Driven StrategiesArbitrageExposure and Leverage
ixDue Diligence and Private Fund Reporting
Private Fund NAVThe Investor LetterDue DiligenceInvestment Due Diligence vs…Fund AuditValuation AgentValuation LagLook-Through ReportingHow Private-Fund Reporting Can…The Quarterly Report
xExits
Strategic and Financial BuyersExitNAV FinancingContinuation VehicleContinuation Vehicle vs Traditional…IPO as an Exit RouteSecondary TransactionsStrategic SaleStrategic Sale vs Secondary Sale vs IPO

Corporate Finance vs Accounting: One Year, Two Questions

Accounting asks what happened. Corporate finance asks what it is worth and what to do next. Both look at one business and one year, and they still produce different figures. Sankalp Industrial Systems Limited, an invented case, reports Rs 1,38,00,00,000 of profit for Year 0. The same business is forecast to have Rs 98,00,00,000 of cash free in Year 1. Neither figure is wrong.

The difference is not a disagreement about facts. Nobody is claiming the other side added up incorrectly. The two disciplines are answering two different questions, and a question decides everything downstream of it: what gets counted, over what period, against what standard, and in what shape the answer arrives. A record of what happened has to be complete, consistent and comparable, so it follows rules. A decision about what to commit next has to be about cash, about timing, and about what that money could have earned somewhere else, so it follows arithmetic instead. Both routes draw on the same underlying events, so the figures they produce can sit together without any contradiction.

Sankalp Industrial Systems Limited manufactures industrial valves and castings. Year 0 is its last completed year, and Year 1 is the year after it.

What is accounting actually asking, and what is corporate finance actually asking?

Everything that follows is downstream of the two questions, so the questions themselves come first. Most of the confusion between the two disciplines comes from people comparing an answer on one side with an answer on the other, without ever noticing that the questions differed. Defining each question properly, before setting the two against each other, is what prevents that.

The record: what happened?

Accounting exists to produce a faithful record of a period that is over. A shopkeeper who writes down every sale and every purchase at the end of the day is doing this on a smaller scale: deciding nothing, simply pinning down what took place so today can be set beside yesterday and beside the shop across the road. Scaled up, with rules so that every business writes it down the same way and an outside check so that the writing can be relied on by people who were not there, the result is a set of financial statements.

Because the subject is a period that has finished, the record can be exact, and an outsider can walk in afterwards and test it. A finished period is the whole reason the record can be auditedAn independent examination of a set of accounts by somebody outside the business, who reports whether the record fairly presents what took place.: an outsider who witnessed none of it can still test the record against the evidence for it. There is a fact of the matter about how many valves were shipped in Year 0 and what the customers paid. The rules decide when a shipment counts as revenue and how a machine bought once is spread across the years it works, and reasonable rule-writers argue about those choices, but once the rules are fixed the answer is determined.

The decision: what is it worth, and what should be committed next?

Corporate finance exists to decide what to do with the money. Should the third valve line be built? Should the growth be funded by borrowing or by the owners? Should the cash go back to the shareholders or stay inside? A household faces the same shape of question when it decides whether to put its savings into a shop: what matters is not what was earned last year but what the money will produce if it is committed, and what it would have produced if it had been left where it was.

Because the subject is a period that has not happened, the answer cannot be a fact, and it comes instead as a number attached to a set of named assumptions. The method is not weaker for it. An honest statement about the future has no other shape available to it. Anything else is a forecast wearing the costume of a record.

TWO QUESTIONS, DEFINED SEPARATELY BEFORE THEY ARE COMPARED THE RECORD THE QUESTION What happened? THE PERIOD Year 0, which has finished WHAT IT MUST BE Complete, consistent, comparable THE ANSWER IT PRODUCES One figure, checkable by an outsider who was not there THE DECISION THE QUESTION What should be committed next? THE PERIOD Year 1 onwards, none of it yet run WHAT IT MUST BE About cash, timing and the alternative use of the money THE ANSWER IT PRODUCES A spread, with the assumptions that produced each end named
Each discipline is defined on its own terms first: the record covers a finished period and can be checked, while the decision covers periods that have not happened and can only be argued with.

Why does one company in one year produce more than one correct figure?

Here is the fact that makes the distinction necessary. With Sankalp Industrial Systems Limited held still, one business, one set of books, one completed year and one forecast year, three separate figures come out, and all three are correct.

The figureWhat it answersWhich period
Rs 1,38,00,00,000What the owners of the business earned on the recordYear 0, completed
Rs 36,00,00,000What was earned above the cost of the capital that produced itYear 0, completed
Rs 98,00,00,000Cash expected to be free once the business has paid for its own growthYear 1, forecast

Read them as three attempts at one measurement and they look like a mess. Read them as answers to three different questions and there is no tension at all. The Rs 1,38,00,00,000 is a fact about a finished year, the Rs 36,00,00,000 is a judgement about that same finished year measured against what its capital cost, and the Rs 98,00,00,000 is a forecast about a year that has not started. Change the question and the figure that answers it changes with it.

The everyday version is familiar. A vegetable seller can state exactly what he took at the stall yesterday. He can also state that after the rent of the cart and the cost of the stock, yesterday barely covered what he could have earned working for somebody else. And he can state what he expects to be left over next month if he rents a second cart. Three true statements, three different questions, and only the first of them is a record.

ONE INVENTED COMPANY. ONE SET OF BOOKS. THREE CORRECT FIGURES. Rs 1,38,00,00,000 ANSWERS What the owners earned PERIOD Year 0, completed BUILT FROM The accounts alone Rs 36,00,00,000 ANSWERS What was earned above what the capital cost PERIOD Year 0, completed BUILT FROM The accounts and a rate Rs 98,00,00,000 ANSWERS What will be free after paying for its own growth PERIOD Year 1, forecast BUILT FROM A forecast and a plan None of the three contradicts another: they answer different questions, and two cover different periods.
Three figures describe the same invented company and none of them disputes another, because each was produced to answer a question the other two were never asked.
Try it out

The same invented company, looked at once, shows Rs 1,38,00,00,000 and Rs 98,00,00,000. Which of the two is the wrong one?

Axis one. Which way is each one facing?

The first of four differences, and the one the other three follow from. A record faces backwards. A decision faces forwards. The remaining three axes all follow from that one.

A set of accounts covers a period that has closed. The events a set of accounts describes are over, so nothing in it can change. There is something to check against, and that is what lets an outsider be sent in. When Sankalp Industrial Systems Limited says it shipped what it shipped and was paid what it was paid, somebody can go and look at the shipping documents and the bank statements.

A corporate finance answer covers periods that have not run yet. There is no shipping document for Year 3. A forecast cannot be audited, and the correct response to one is therefore not to verify it but to interrogate the assumptions it rests on. When the forecast says Year 1 free cash flow will be Rs 98,00,00,000, the useful questions are what growth that assumes, what the company will have to spend to get it, and what would need to change for the figure to come out well below that.

THE SAME BUSINESS, LOOKED AT IN TWO DIRECTIONS FROM ONE POINT THE LAST DAY OF YEAR 0 YEARS THAT HAVE RUN Year 0 and everything before it Fixed. Documented. Checkable. YEARS THAT HAVE NOT Year 1 through Year 5 Assumed. Arguable. Not checkable. ACCOUNTING LOOKS THIS WAY CORPORATE FINANCE LOOKS THIS WAY One can be verified by somebody who was not there. The other can only be argued with.
Accounting faces the years that have already run and corporate finance faces the years that have not, and only the backward-facing one can ever be tested against a document.
Try it out

One of these two disciplines can be audited and the other can only be argued with. Which way round is it, and why?

Axis two. What is each one actually counting?

The second difference is what gets counted. Accounting counts recognised profit. Corporate finance counts cash that is actually free to leave the business.

Recognised profit and free cash are not the same quantity, and they are not meant to be. A machine bought in Year 0 is paid for in Year 0, but the accounts spread its cost across the years it will work, through depreciationA charge that carries the cost of a machine or a building into each of the years it will actually be used, instead of loading all of it onto the year it was bought.. Stock that has been built but not yet sold is money that has left the bank while the profit line has not moved at all. The gap between recognised profit and free cash is not an error in either direction; it is the difference between the year an event is recorded in and the year the money moves.

Think of a household that buys a scooter for a delivery business. The cash goes out in one month. The usefulness arrives over four years. A record spreads the cost across those four years to keep them comparable with each other. A decision looks at the money as it actually moved. The money as it actually moved is what constrains what can be done next.

So corporate finance takes the reported lines and rearranges them into cash. The rearrangement starts from operating profit, taxes it, adds back the charges that were spread rather than paid this year, and takes off what the business actually spent on capital expenditureOutlay on plant, machinery, buildings and anything else the business will still be using several years from now, kept apart from what it spends running itself day to day. and on the increase in its working capitalThe money tied up in the day to day cycle of a business: what customers owe it and the stock it holds, less what it owes its suppliers.. None of the reported figures is contradicted. The reported figures are simply put in a different order for a different purpose.

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Axis three. What does a set of accounts never charge for?

The third axis is the one that surprises people, and it is worth slowing down on.

Sankalp Industrial Systems Limited paid its lenders Rs 48,00,00,000 of interest in Year 0. The interest was a contracted payment that actually left the company, so it sits on the face of the profit and loss account. There was a transaction, so there is a record of it.

Its shareholders had Rs 18,00,00,00,000 of equity in the business at market. The shareholders were charged nothing at all. Not because anybody decided equity is free, but because nothing left the company to pay for it. A set of accounts records transactions, and the cost of equity is not a transaction: it is what the owners gave up by leaving their money in this business instead of somewhere else.

The asymmetry between the two charges is most of what separates the two disciplines. Corporate finance closes it by making the charge the accounts never make. Take the capital the business has tied up, multiply it by what that capital costs, and deduct the result. For this company the capital tied up in Year 0 is Rs 12,00,00,00,000 and the cost of capital used throughout this worked case is 12.00 per cent, so the charge is Rs 1,44,00,00,000. How that 12.00 per cent is built is a separate subject and is covered on its own; here it is simply used.

TWO SUPPLIERS OF CAPITAL. ONLY ONE OF THEM GETS A LINE. WHO SUPPLIED IT WHAT THEY ARE OWED DID MONEY LEAVE? A LINE IN THE ACCOUNTS? THE LENDERS A contracted rate Rs 48,00,00,000 of interest for Year 0 Yes, under a contract CHARGED THE OWNERS No contracted rate Rs 18,00,00,00,000 of equity, valued at market No, nothing left at all NOTHING WHAT CORPORATE FINANCE ADDS A charge on all the capital used: Rs 12,00,00,00,000 at 12.00 per cent is Rs 1,44,00,00,000 for the year.
Interest is charged because a payment left under a contract, equity is charged nothing because no payment left at all, and the missing charge on this company is Rs 1,44,00,00,000 for one year.
Try it out

Which of these two costs shows up as a line in the accounts: the Rs 48,00,00,000 of interest, or the cost of the Rs 18,00,00,00,000 of equity at market?

Axis four. Does the answer come as one number or as a spread?

The fourth difference is the shape of the answer, and it is the one that most often gets borrowed across the boundary in the wrong direction.

A set of accounts gives one figure for the year. Profit belonging to the owners was Rs 1,38,00,00,000. Not about that, not a range around that. The events are over, so the figure is determined once the rules are applied, and giving it as a range would be a way of saying the record is incomplete.

A forward answer depends on assumptions that are choices rather than observations, so it cannot honestly be a single figure. Take the Year 1 free cash flow of Rs 98,00,00,000. The Rs 98,00,00,000 rests on a specific assumption: that the business puts Rs 1,00,00,00,000 of net new capital back into itself during the year. Operating profit after tax for Year 1 is forecast at Rs 1,98,00,00,000, so the cash left free is that figure less whatever the business reinvests. Move the reinvestment assumption and the answer moves with it:

If net new capital put back in isOperating profit after taxCash left free in Year 1
Rs 80,00,00,000, a slower buildRs 1,98,00,00,000Rs 1,18,00,00,000
Rs 1,00,00,00,000, the forecast used hereRs 1,98,00,00,000Rs 98,00,00,000
Rs 1,20,00,00,000, a faster buildRs 1,98,00,00,000Rs 78,00,00,000

The middle row is the forecast this worked case actually carries. The outer two rows are the same forecast with one named assumption moved, which is what gives a forward answer its shape. One assumption, moved by a fifth in each direction, moves the answer by Rs 40,00,00,000, and that is why a forward figure is presented as a spread with the assumption that produced each end written beside it.

The middle row is no likelier than the rows on either side of it, because each of the three carries one assumption through to its answer. A single number requires a single assumption, and burying the assumption does not remove it from the answer.

A POINT AND A SPREAD, DRAWN AGAINST ONE RUPEE SCALE 0 Rs 50,00,00,000 Rs 1,00,00,00,000 Rs 1,50,00,00,000 THE RECORD, YEAR 0 One figure, determined once the rules are applied Rs 1,38,00,00,000 THE FORWARD ANSWER, YEAR 1 Rs 78,00,00,000 Rs 1,18,00,00,000 Rs 98,00,00,000 the reinvestment assumption this case carries The two rows answer different questions and share only the rupee scale. The ends of the spread are one assumption moved, not a probability.
The completed year lands on a point while the forward answer occupies a spread, and the spread here is one named assumption moved rather than a statement about how likely anything is.
Try it out

An analyst supplies one number for what a business is worth, to the rupee, with no assumptions written down anywhere. What is the problem with it?

What do the four axes look like when they are put together?

Left unnamed, the difference between the two disciplines is remembered as a vague matter of emphasis, and people then argue about which discipline is right. Naming the four axes prevents that. The two sit at opposite ends of all four axes at once, and any one of the four on its own would already produce different figures.

FOUR AXES, AND THE TWO SIT AT OPPOSITE ENDS OF EVERY ONE THE AXIS ACCOUNTING CORPORATE FINANCE 1 DIRECTION which way it faces Backwards, at a period that has closed Forwards, at periods that have not run yet 2 MEASUREMENT what gets counted Recognised profit, spread across the years it belongs to Cash actually free to leave, in the year it moves 3 THE CAPITAL CHARGE what is deducted Interest only, because only that was a transaction All the capital used, at what that capital costs 4 SHAPE OF THE ANSWER what arrives One figure for the year, determined by the rules A spread, with what produced each end written beside it
Direction, measurement, the capital charge and the shape of the answer are the four axes, and naming them stops the difference being remembered as a matter of emphasis.
Try it out

Rs 12,00,00,00,000 of capital charged at 12.00 per cent against operating profit after tax of Rs 1,80,00,00,000: is what is left larger or smaller than the reported Rs 1,38,00,00,000?

What do the two routes look like on one year of one company?

Now run both routes on the same year and watch where they separate. Both start from exactly the same operating profit of Rs 2,40,00,00,000 for Year 0, and both take the same view of what the business did. The two routes part company at one identifiable step each.

Route one: what the accounts say about Year 0

LineRs
Earnings before interest and tax2,40,00,00,000
Less interest paid to the lenders48,00,00,000
Profit before tax1,92,00,00,000
Less tax, at the company assumed rate of 25.0 per cent48,00,00,000
Profit for the year1,44,00,00,000
Less the share belonging to the outside quarter of the subsidiary6,00,00,000
Profit belonging to the owners of the parent1,38,00,00,000

Interest comes off first, leaving profit before tax of Rs 1,92,00,00,000, and the tax charge is struck on that. On 20,00,00,000 shares the last line works out at earnings per shareWhat the owners of the parent earned in the year, set against each share in issue, so one year can be laid beside another year or beside a different business. of Rs 6.90. The 25.0 per cent is this company's own assumed effective tax rateThe tax charge a business actually bears expressed as a share of its profit before tax, which differs from any headline rate because of how various items are treated. chosen for the worked case rather than set by any tax rule. The Rs 6,00,00,000 comes out because the group consolidatedAdding a subsidiary line by line into the parent accounts as though the two were one business, even where the parent holds less than all of it. the whole of Sankalp Coatings Private Limited while holding three quarters of it, so the remaining quarter belongs to somebody outside the group and is removed as a minority interestThe part of a subsidiary that belongs to shareholders outside the group, whose share of profit is removed before the parent owners figure is struck.. The Rs 1,38,00,00,000 is a complete and correct answer to the question what happened, and it is the end of the accounting route.

Route two: what corporate finance does with the same events

LineRs
Earnings before interest and tax, the same figure as above2,40,00,00,000
Less tax at 25.0 per cent, applied as though there were no debt at all60,00,00,000
Operating profit after tax1,80,00,00,000
Less the charge for the capital used: Rs 12,00,00,00,000 at 12.00 per cent1,44,00,00,000
Earned above what the capital cost36,00,00,000

The step where the two routes separate is visible in the first two lines. The accounting route deducts interest and then taxes what is left. The corporate finance route asks what the business earned from operating, independently of how the business happens to be funded, so it does not deduct interest before taxing at all. The tax figure therefore differs between the two tables: Rs 48,00,00,000 in the first and Rs 60,00,00,000 in the second, on the same 25.0 per cent rate applied to two different bases.

And then it looks forward

For Year 1 the same arithmetic runs on a forecast rather than a record. Operating profit after tax is forecast at Rs 1,98,00,00,000. The business has to put Rs 1,00,00,00,000 of net new capital back in to support the growth it is forecasting, so what is left free is Rs 98,00,00,000. The Rs 98,00,00,000 is the third of the three figures, and the only one that covers a year nobody has lived through.

ONE STARTING FIGURE, TWO ROUTES, AND WHERE THEY SEPARATE OPERATING PROFIT, YEAR 0 Rs 2,40,00,00,000 THE ACCOUNTING ROUTE THE CORPORATE FINANCE ROUTE Less interest Rs 48,00,00,000 Less tax on what remains Rs 48,00,00,000 Less the outside share Rs 6,00,00,000 PROFIT BELONGING TO THE OWNERS Rs 1,38,00,00,000 Less tax, debt ignored Rs 60,00,00,000 Operating profit, taxed Rs 1,80,00,00,000 Less the charge Rs 1,44,00,00,000 EARNED ABOVE WHAT CAPITAL COST Rs 36,00,00,000 WHERE THEY SEPARATE At the very first step: one route deducts interest before tax, the other never deducts it at all.
Both routes start from the same Rs 2,40,00,00,000 of operating profit and separate at the first step, where one deducts interest before tax and the other leaves the funding out of the question entirely.

The one line that proves it is the same company seen twice

If the two routes really are two views of one business rather than two different businesses, the arithmetic should close between them. The arithmetic does close, exactly, and running it settles the point better than any amount of argument.

StepRs
Operating profit after tax, from the corporate finance route1,80,00,00,000
Less the interest, measured after the tax relief on it36,00,00,000
Less the share belonging to the outside quarter of the subsidiary6,00,00,000
Profit belonging to the owners, from the accounting route1,38,00,00,000

The bridge closes to the rupee with nothing left over. The value view and the reported view are one company looked at twice, not two companies. The interest of Rs 48,00,00,000 becomes Rs 36,00,00,000 once the tax relief on it is taken into account, because the corporate finance route already taxed the full operating profit as if no interest existed. Nothing has been added and nothing has been thrown away; the same rupees have simply been arranged in a different order.

Three figures in the worked case repeat themselves, and none of them is the other

Working on one company for long enough produces coincidences, and two of them are large enough to mislead a careful reader. The pairs are named below, before anybody subtracts one figure from its twin and finds a meaningless zero.

FigureOne thing it is hereThe other thing it is here
Rs 48,00,00,000The interest paid to the lenders in Year 0The tax charge on the accounting route
Rs 1,44,00,00,000Profit for the year before the outside share is removedThe charge for the capital used, at 12.00 per cent
Rs 36,00,00,000The interest measured after tax relief, in the bridge aboveWhat was earned above what the capital cost

Each pair is an accident of this worked case. The two figures in a pair measure entirely different things. Subtracting one from its twin gives a clean, tidy and completely meaningless zero, and that is exactly the shape of an error that looks like a finding.

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Where exactly does the handover happen?

People often imagine the boundary as blurry. It is not. There is a specific set of lines that crosses from one discipline to the other, and corporate finance changes none of them.

Four lines cross: the operating profit figure, the depreciation charge, the capital expenditure line, and the working capital balances. All four come out of the accounts exactly as reported and go into the cash arithmetic exactly as reported. Not one rupee of any of them is adjusted on the way across, and everything corporate finance does happens after the handover rather than to it.

Corporate finance does three things on its own side of the line: rearrange those reported lines into cash, apply a rate to compare money in different years, and produce a spread rather than a point. None of those three is an accounting operation and none of them touches the record.

WHAT CROSSES THE LINE, AND WHAT HAPPENS ONLY AFTER IT THE HANDOVER PREPARED BY THE ACCOUNTS DONE BY CORPORATE FINANCE Operating profit for the year The depreciation charge The capital expenditure line The working capital balances UNCHANGED UNCHANGED UNCHANGED UNCHANGED 1 Rearrange the reported lines into cash 2 Apply a rate, to compare years with each other 3 Produce a spread, with its assumptions named None of the three is an accounting operation Nothing crossing the line is adjusted. The rearranging happens after the handover, never to it.
Four reported lines cross the handover exactly as the accounts stated them, and every operation corporate finance performs happens on its own side of that line.
Try it out

Name one line that corporate finance takes from the accounts and changes before it uses it.

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Does any of this mean the accounts are wrong?

No. The opposite reading does real damage, so the answer is worth stating plainly.

The operating profit, the interest, the tax charge, the outside share, the capital tied up: all of them are reported figures, taken at their reported values. Corporate finance treats the financial statements as the complete record of what happened and as the source of every input it uses, and it adds a question the record was never designed to answer.

The record was built to be complete, consistent and comparable. The record succeeds at that. Asking it to also settle whether committing Rs 12,00,00,00,000 of capital was worth doing is asking a hammer to measure a room. The hammer is not defective.

There is a second half to this, and it runs the other way. An analyst who concludes that the accounts are therefore useless has thrown away the only complete record of what the business actually did, and then has nothing left to forecast from. Every forward figure above is built on reported lines. Discard the record and the decision has no foundation under it at all.

Try it out

Does corporate finance treat a company's financial statements as unreliable?

Try it out

Two companies report exactly the same profit for the year. One of them used twice the capital of the other to get it. Do the accounts distinguish between them?

The failure: assuming the accounts already charged for the capital

A transaction happened for the Rs 48,00,00,000 of interest the lenders were contractually promised, so the accounts charged it. No transaction happened for the Rs 18,00,00,00,000 of equity, so the accounts charged nothing whatever. So a company reporting Rs 1,38,00,00,000 of profit can be earning less than the capital its owners supplied actually costs while every line in its statements is correct.

Who makes it: a reader who has been taught that the bottom line is the answer, and a committee reading a paper that stops at profit and moves on to the next item.

What it costs here: the capital charge is Rs 1,44,00,00,000, which is larger than the entire reported profit of Rs 1,38,00,00,000. Leaving it out is not a rounding difference and it is not a refinement. Leaving it out is the difference between a business that looks profitable and one that is creating value.

THE CHARGE NOBODY MAKES, DRAWN AGAINST THE PROFIT EVERYBODY READS Operating profit after tax 180 The charge for the capital used 144 Profit belonging to the owners 138 What survives the charge 36 0 bar lengths in rupees crore, one crore being Rs 1,00,00,000 The red bar is longer than the dark one: the charge no set of accounts makes exceeds the whole profit those accounts report.
The capital charge of Rs 1,44,00,00,000 is longer than the reported profit of Rs 1,38,00,00,000, so it cannot be treated as a refinement of the profit figure.
Not wrong, just never charged for the equity. See what corporate finance adds.

Which figure does a company report, and which one does it decide on?

The practical question underneath all four axes has a decidable answer rather than a preference.

For an account of what happened in a completed year, the reported profit figure is the right one and the cash figure is not an improvement on it. For a decision about whether to commit money to something, the cash figure and the charge for the capital are the right ones and the reported profit will mislead. Which figure is wanted is settled by the question being answered, so asking which of the two is better is itself the wrong question.

The same person often needs both within an hour. A board member reads the reported profit to know how the year went. The next item on the agenda is whether to build the third valve line, and there the reported profit is no longer the relevant number at all.

WHAT IS BEING DONE? REPORTING A FINISHED YEAR The figure wanted is profit belonging to the owners Rs 1,38,00,00,000 Published. Checkable by an outsider. One figure. COMMITTING MONEY NEXT The figures wanted are cash free to leave, and the charge Rs 98,00,00,000 Not published. Not checkable. A spread with assumptions. The question settles which figure is wanted. Neither branch is an improvement on the other.
Reporting a finished year and committing money next are different tasks, and each one has its own correct figure rather than a better one.
Try it out

A board paper stops at profit belonging to the owners. What is the one line to add underneath it?

Who actually uses each figure, and what do they do with it?

A lender reads the record first and hardest. A bank deciding whether to renew a facility wants the audited history, the only thing it can verify. It also wants interest cover: reported operating profit set against reported interest. A loan is repaid out of cash rather than out of profit, so the bank then turns forward and asks about cash. The bank uses both, in that order, and it knows which of the two it can rely on and which it is taking a view on.

An equity analyst runs the same two steps in the opposite weighting. The reported year is the starting block, not the answer, and most of the work is on what the business will have free in the years ahead and what that stream is worth against what the capital costs. An analyst who stops at the reported profit has produced a summary of a document that is already public.

A board member sits with both in one meeting, as above. One agenda item is the year that closed and another is the money to be committed, and the two items call for different figures out of the same set of books.

A household does exactly this without naming it. The amount saved last year is the record. Leaving those savings in a low paying deposit also has a cost: the money could have gone into the shop instead. That cost never appears on any statement anybody sends. Everybody who has ever compared what they earned with what they could have earned has already made the charge that a set of accounts does not make.

India

Who sets the conditions a listed company reports under?

A listed company's reporting duties are set by bodies that revise them, and the table below names who sets each one and where the current wording is published.

The subject touchedWho sets the conditionsWhere to read them
The reporting duties of a listed companySecurities and Exchange Board of Indiasebi.gov.in
A company's filings, its charges and its shareholdingMinistry of Corporate Affairsmca.gov.in
The 25.0 per cent applied to the worked linesNobody: it is the invented company's own assumed effective rateNot applicable; the rate is an assumption of the worked case

Both bodies revise what they require, so a live condition is read off the site named in its row on the day it matters.

How the statements are prepared, what an accrual is, how depreciation is charged and how a cash flow statement is assembled are all settled in the study of financial statements and are assumed here from the first sentence. How a rupee next year is compared with a rupee today, how the 12.00 per cent cost of capital is built, how free cash flow is forecast line by line, and what a business is actually worth are each covered separately in the subjects that own them. The Rs 36,00,00,000 appears here only to show what a capital charge does; the measure it belongs to, and the two routes to it, are covered on their own.
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Where the ideas behind each axis come from

None of the four axes is a rule anybody issued. Two of them are arithmetic, one is a convention, and one is an argument with an author, so the rows below name an author rather than an authority.

Keyed toSourceDocumentSite
Axis three, the capital chargeKoller, Goedhart and WesselsValuation, for putting the return on capital, its cost and the value created into one expressionin print
Axis four, the shape of the answerAswath DamodaranThe published valuation teaching material, for the discipline of naming the assumption that produced each end of a spreadpages.stern.nyu.edu
The worked instance, on a listed companySecurities and Exchange Board of IndiaWhere a listed company's reporting conditions are setsebi.gov.in
The worked instance, on filingsMinistry of Corporate AffairsThe register in which a company's filings and shareholding are recordedmca.gov.in

Sankalp Industrial Systems Limited and Sankalp Coatings Private Limited are invented.
Educational material. Not advice on any investment, tax, budget or market position.

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