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正确答案：
(iii) There are several disadvantages to incorporation relief as follows:
1. The requirement to transfer all business assets to the company means that it will not be possible to leave behind
certain assets, such as the property. This might lead to a double tax charge (sale of the property, then extraction
of sale proceeds) at a future date.
2. Taper relief is lost on the transfer of the business. This means that any disposal of chargeable business assets (the
shares) within two years of the incorporation will lead to a higher chargeable gain, as the full rate of business asset
taper relief will not be available.
3. The relief does not eliminate the tax charge, it merely defers the payment of tax until some future event. The
deferred gain will become taxable when Sharon sells her shares in the company.
Gift relief could be used instead of incorporation relief. The assets would be gifted to the company for no consideration,
with the base cost of the assets to the company being reduced by the deferred gain arising. Unlike incorporation relief,
gift relief applies to individual assets used in a trade and not to an entire business. This is particularly useful if the
transferor wishes to retain some assets, such as property outside the company, as not all assets have to be transferred.
Note: If the business was non-trading, incorporation relief would still be available, but gift relief would not. However,
this restriction should not apply to Sharon and gift relief remains an option in this case.

正确答案：
(a)Whilstprofitaftertax(anditsgrowth)isausefulmeasure,itmaynotgiveafairrepresentationofthetrueunderlyingearningsperformance.Inthisexample,userscouldinterpretthelargeannualincreaseinprofitaftertaxof80%asbeingindicativeofanunderlyingimprovementinprofitability(ratherthanwhatitreallyis:anincreaseinabsoluteprofit).Itispossible,evenprobable,that(someof)theprofitgrowthhasbeenachievedthroughtheacquisitionofothercompanies(acquisitivegrowth).Wherecompaniesareacquiredfromtheproceedsofanewissueofshares,orwheretheyhavebeenacquiredthroughshareexchanges,thiswillresultinagreaternumberofequitysharesoftheacquiringcompanybeinginissue.ThisiswhatappearstohavehappenedinthecaseofBarsteadastheimprovementindicatedbyitsearningspershare(EPS)isonly5%perannum.ThisexplainswhytheEPS(andthetrendofEPS)isconsideredamorereliableindicatorofperformancebecausetheadditionalprofitswhichcouldbeexpectedfromthegreaterresources(proceedsfromthesharesissued)ismatchedwiththeincreaseinthenumberofshares.Simplylookingatthegrowthinacompany’sprofitaftertaxdoesnottakeintoaccountanyincreasesintheresourcesusedtoearnthem.Anyincreaseingrowthfinancedbyborrowings(debt)wouldnothavethesameimpactonprofit(asbeingfinancedbyequityshares)becausethefinancecostsofthedebtwouldacttoreduceprofit.ThecalculationofadilutedEPStakesintoaccountanypotentialequitysharesinissue.Potentialordinarysharesarisefromfinancialinstruments(e.g.convertibleloannotesandoptions)thatmayentitletheirholderstoequitysharesinthefuture.ThedilutedEPSisusefulasitalertsexistingshareholderstothefactthatfutureEPSmaybereducedasaresultofsharecapitalchanges;inasenseitisawarningsign.InthiscasethelowerincreaseinthedilutedEPSisevidencethatthe(higher)increaseinthebasicEPShas,inpart,beenachievedthroughtheincreaseduseofdilutingfinancialinstruments.Thefinancecostoftheseinstrumentsislessthantheearningstheirproceedshavegeneratedleadingtoanincreaseincurrentprofits(andbasicEPS);however,inthefuturetheywillcausemoresharestobeissued.ThiscausesadilutionwherethefinancecostperpotentialnewshareislessthanthebasicEPS.

正确答案：
(c) The directors might select Contract D under which 360,000 kilograms of organic mushrooms would be supplied to HFL for
each outlet. This is the entire capacity of HFL which would ensure that competitors would not be able to supply the same
product and hence the competitive advantage held by HFL might be preserved.

正确答案：
6 DEVELOPMENTS AND CERTIFIED CHARTERED ACCOUNTANTS
Tutorial note: The answer which follows is indicative of the range of points which might be made. Other relevant material will
be given suitable credit.
(a) IFAC’s ‘Code of Ethics for Professional Accountants’
Since its issue in 1996, IFAC’s ‘Code of Ethics for Professional Accountants’ (‘The Code’) has undergone several revisions
(1996, 1998, 2001, 2004 and 2005). IFAC holds the view that due to national differences (of culture, language, legal and
social systems) the task of preparing detailed ethical requirements is primarily that of the member bodies in each country
concerned (and that they also have the responsibility to implement and enforce such requirements).
In recognizing the responsibilities of the accountancy profession, IFAC considers its own role to be in providing guidance and
promoting harmonization. IFAC has established ‘The Code’ to provide a basis on which the ethical requirements for
professional accountants in each country should be founded.
IFAC’s conceptual approach is principles-based. It provides a route to convergence that emphasises the profession’s integrity.
This approach may be summarised as:
■ identifying and evaluating circumstances and relationships that create threats (e.g. to independence); and
■ taking appropriate action to:
– eliminate these threats; or
– reduce them to an acceptable level by the application of safeguards.
If no safeguards are available to reduce a threat to an acceptable level an assurance engagement must be refused or
discontinued.
This approach was first introduced to Section 8 of The Code, on independence, and is applicable to assurance engagements
when the assurance report is dated on or after 31 December 2004.
Further to the cases of Enron, Worldcom and Parmalat, IFAC issued a revised Code in July 2005 that applies to all professional
accountants, whether in public practice, business, industry or government2.
A member body of IFAC may not apply less stringent standards than those stated in the Code. The Code is effective from
30 June 2006.
Practicing accountants and members in business must maintain the high standards of professional ethics that are expected
by their professional bodies (such as ACCA). These developments codify current best practice in the wake of the
aforementioned recent corporate scandals.
The developments in The Code have wider application in that it:
■ applies to all assurance services (not just audit);
■ considers the standpoints of the firm and of the assurance team.
Since ACCA is a member-body of IFAC the elevation of The Code to a standard will affect all Chartered Certified Accountants.
.