Foundations · Track 3 · Tutorial 3 of 6

Buy out or sell to minority shareholders

When the group buys more of a subsidiary it already controls, or sells some of it and still keeps control, nothing is bought or sold in the group’s eyes — only the split between the group and the minority moves. Record the change once, and BrizoConsol posts it through equity.

You will needA subsidiary already recorded as Subsidiary in Ownership, with its NCI account setup and Acquisition details saved. Pro or Premium edition.

By the endThe new NCI % used from the month of the change, the NCI balance moved, and the difference to the price in the equity transaction reserve — with no goodwill change and no gain or loss.

1Understand why there is no gain and no goodwill

In the running example the group owns 80% of Company B. Two things could happen to it in October 2026: the group buys 10% more from the minority for 55,000, or it sells 15% to outside investors for 90,000. Company B’s net assets are now 500,000. Either way, the group still controls Company B.

Control does not change, so the difference stays in equity.

Why no goodwill	Goodwill was measured once, when the group took control. Buying more of a company it already controls is not a new acquisition, so goodwill stays as it is.
Why no gain or loss	Selling part of a company it still controls is not a disposal of the business. It is a deal between the group’s owners and the minority owners, so the result goes to equity, not to profit and loss.
What moves	The NCI balance moves by the share of Company B’s net assets that changes hands. The difference between that and the price is the equity transaction reserve entry.

2Choose the reserve and bank accounts

Open Ownership & Equity → Ownership, and open NCI account setup with the NCI account settings icon.
Choose an equity account for Equity transaction reserve, and click Save.
Click Company B, open the Acquisition details tab, and check the Acquisition bank account is chosen.

The reserve is optional in the setup: if you leave it empty, BrizoConsol uses the NCI - share of other reserves account instead. Most groups keep a separate reserve so these deals can be seen on their own. The bank account receives the payment or the proceeds.

3Record a buyout from the minority

On Company B’s Ownership history tab, click + Add record.
Choose your group, Acquire, Oct-2026 and 10, and leave the relationship as Subsidiary.
Enter the Investment cost (group currency) (55,000).
Check the dialog says control is already held, and click Add Record.

Add Ownership Record for Company B: Acquire, Oct-2026, 10%, Subsidiary, investment cost 55,000, and the notice that control is already held so the purchase posts through the equity transaction reserve with no goodwill — The month (1), the price (2), and the notice that this is a purchase from the minority (3).

No fair value of net assets is asked for. That is only needed on the purchase that gives control, because it measures goodwill.

4Record a sale that keeps control

On the same tab, click + Add record.
Choose your group, Dispose, Oct-2026 and 15, and keep the relationship as Subsidiary.
Enter the Disposal amount — the amount the group received (90,000).
Click Add Record.

Keeping the relationship as Subsidiary is what tells BrizoConsol control is kept. If you change it to JV / Associate, the dialog asks for the retained interest instead — that is a sale that loses control, covered in Sell a controlling stake.

Check

The new row shows the right Cumulative % (90% after the buyout, or 65% after the sale), and in Subsidiary entities Company B’s Configuration is still Ready.

5Check the result

There is nothing to post: saving the record recalculates the NCI and posts the entries.

In Subsidiary entities, Company B’s NCI % is now 10.00% (after the buyout) or 35.00% (after the sale).
Open Ownership & Equity → NCI Report, and choose Company B and Oct-2026. Transaction Assumptions shows the new ownership, and NCI Calculation has a row for each entry the change posted.
Open Reports → Balance Sheet for Oct-2026. The equity transaction reserve shows (10,000) or 15,000, and goodwill has not changed.
Open Reports → Profit & Loss. There is no gain or loss on the deal. The NCI share of profit for 2026 is split: the old NCI % up to the change, the new one after it.

NCI Report for Company B at Oct-2026 after the buyout: Current parent ownership 90.00% and Current NCI 10.00%; Subsequent Acquisition rows for NCI net assets 45,000, bank 55,000 and equity transaction reserve 10,000 — The selection (1), the new ownership (2), the NCI taken over from the minority (3), and the reserve entry (4).

NCI Net Assets	The minority’s share that the group takes over. It is measured from the NCI recognised when the group took control — 90,000 for 20% (see Account for minority shareholders) — so 45,000 for the 10% bought. Base is the NCI balance posted so far, 100,000.
Bank	The 55,000 paid, to the Acquisition bank account.
Equity Transaction Reserve	The difference: 55,000 − 45,000 = 10,000, a debit to the reserve because the group paid more than the share it took over.

After the sale, the same report shows Disposal - NCI Net Assets Movement, Disposal - Cash Proceeds and Disposal - Equity Transaction Reserve rows instead.

To see the entries themselves, open the Elim. & Journals Report and look for Company B’s Auto NCI posting in Oct-2026.

6If something does not look right

What you see	What to do
NCI other reserves account must be configured as equity transaction reserve…	Neither the Equity transaction reserve nor the NCI - share of other reserves account is set. Choose one in NCI account setup.
Acquisition bank account must be configured…	Choose the Acquisition bank account on Company B’s Acquisition details tab.
Disposal proceeds are required.	Enter the Disposal amount received on the Dispose record.
The dialog asks for net assets at fair value	BrizoConsol thinks this purchase gives control. Check the earlier Acquire record for Company B is set to Subsidiary, not JV / Associate.
The dialog asks for the retained interest	The record’s relationship is set to JV / Associate. Set it back to Subsidiary if the group keeps control.
The NCI % changed in the wrong month	Edit the record’s Month. The new % applies from that month onward.

Want more detail? See the documentation

Ownership NCI — Non-Controlling Interest NCI Report NCI Reconcile / Verify

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