Ch. 10 Stockholders' Equity Flashcards
Paid-in capital
The amount stockholders have invested in the company.
-(Invested Capital)
Retained earnings
Represents all net income, less all dividends, since the company began.
-(Earned Capital)
Treasury stock
A corporation’s own stock that it has reacquired.
- buying those shares back decreases stockholders’ equity.
- Contra account (Stockholders’ Equity)
Model Business Corporation Act
Serves as a guide to states in the development of their corporate statutes.
- State incorporation laws
- ABC company is based in Pennsylvania but incorporated in the state of Delaware
- Many corporations chose to incorporate in Delaware due to the favorable incorporation laws found there.
Articles of incorporation
Describes the nature of the firm’s business activities, the shares to be issued, and the composition of the initial board of directors.
-Sometimes called the corporate charter.
Organization chart
Traces the line of authority for a typical corporation.
- Stockholders
- Board of Directors
- Chief Executive Officer (CEO)
- VP Management, VP Marketing, CFO, Legal Counsel, VP HR
Angel investors
Wealthy individuals in the business community willing to risk investment funds on a promising business venture.
Venture capital firms
Provide additional financing, often in the millions, for a percentage ownership in the company.
-Most corporations do not consider issuing stock to the general public (“going public”) until their equity financing needs exceed $20 million.
Initial public offering (IPO)
The first time a corporation issues stock to the public.
-Future stock issues by the company are called seasoned equity offerings (SEOs).
Publicly held corporation
Allows investment by the general public and is regulated by the Securities and Exchange Commission.
-Trades on the New York Stock Exchange (NYSE) or National Association of Securities Dealers Automated Quotations (NASDAQ), or by over-the-counter (OTC) trading.
Privately held corporation
Does not allow investment by the general public and normally has fewer stockholders.
-Corporations whose stock is privately held do not need to file financial statements with the SEC.
Limited liability
Stockholders in a corporation can lose no more than the amount they invested in the company.
Mutual agency
Individual partners each have power to bind the partnership to a contract.
Double taxation
A corporation pays income taxes on its earnings, and when dividends are distributed to stockholders, the stockholders pay taxes a second time on the corporate dividends they receive.
-Corporate income is taxed once on earnings at the corporate level and again on dividends at the individual level.
S corporation
Allows a company to enjoy limited liability as a corporation but tax treatment as a partnership.
- One of the major restrictions is that the S corporation cannot have more than 100 stockholders, so S corporations appeal more to smaller, less widely held businesses.
- -Two additional business forms
- limited liability companies (LLCs)
- limited liability partnerships (LLPs)
Authorized stock
The total number of shares available to sell, stated in the company’s articles of incorporation.
-Not recorded in the accounting records. However, the corporation is required to disclose the number of shares authorized.
Issued stock
The number of shares sold to investors; includes treasury shares.
-A company usually does not issue all its authorized stock.