chapter 11 Flashcards
what is a corporation
is a separate legal entity, it is distinct from its owners (shareholders) and has rights and privileges of a legal person
what is a public corporation
: A public corporation is one where anyone can buy shares on the open market.
A public corporation will normally have many shareholders (could be thousands)
A public corporation will have to use IFRS
what is a private corporation
A private corporation is one where the shares will not be traded on the open market.
Normally only has a few close shareholders
A private corporation has the option to use either IFRS or ASPE
what are the advantages of a corporation
- limited liability of shareholders: shareholders cannot lose more money than they have invested in the corporation.
- continuous life: the corporation will continue to exist even upon shareholders death.
- Income tax: a corporation will pay corporate income tax as a separate entity. There is typically a lower tax rate compared to individual tax rate.
can transfer rights of ownership
ability to acquire capital (cash) by issuing shares
separation of management and onwership
transferable ownership rights
it is generally easy to transfer the ownership rights (shares).
Transactions between two independent investors do not affect the corporation’s accounting records.
Shares (stocks) are actively traded in the market so are easy to acquire
corporation management
The owners (shareholders) do not have to manage the firm directly. They will appoint a Board of Directors who then hires CEO and Executives.
what are disadvantages of a corporation
corporations, especially public ones, must follow certain government regulations.
More monitoring by security commissions
Financial reporting and disclosure requirements
Generally, this will result in increased costs
what are the rights of shareholders
vote to elect the board of directors
share the corporate earnings through dividends
share in assets upon liquidation in proprtion to their holdings (residual claim)
what is share capital
After a corporation is incorporated, the ownership will be sold in the form of shares, which can have different characteristics and will be referred to as the share capital
what are authorized shares
are the maximum number of shares of capital stock that can be sold to the public. could be unlimited or specified
does the authorization of share capital result in a journal entry
no, only if you sell a share
what is initial public offering (IPO)
the initial offering of a corporations shares to the public
what are issued shares
are authorized shares of stock that have been sold. These include both outstanding shares (owned by investors) and treasury shares (repurchased by the company).
what are unissued shares
are authorized shares of stock that never have been sold
The number of authorized shares
limited or unlimited (mostly unlimited) and authorized shares are not recorded, disclosed only.
how are shares issued
The first stock issuance normally through initial public offering (IPO)
Share price is set by the company
Second time and on – referred to as a Seasoned equity offering (SEO)
what is FMV
Once issued, shares of publicly held companies trade on organized exchanges at the fair value (FMV) – share price is determined by market forces.
what is market capitalization
: a measure of the FMV of the corporation’s total equity. Calculated by multiplying the total shares outstanding to the FMV on a given date.
what are common shares
all corporations have common shares. These are the shares that will normally control the corporation as they have voting rights. When you own common shares of a company, you become a shareholder and have a claim on its assets and earnings
how do you issue for common shares
debit cash
credit common shares
When a public company’s shares are issued for a noncash consideration
they should be recorded at the fair value of the consideration received (record at the value of the object you are getting)
what are preferred shares
: these are optional and will have some special (optional) features
what are the features of preferred shares
Dividend preference and liquidation preference
Other preference: convertible to common shares, retractable (shareholder option), redeemable (company option)
Normally do not have voting rights
Price will normally be less volatile
how are preferred shares normally issued
will normally be issued with a specified dividend rate
what is a dividend preference
preferred shareholders must be paid dividends before any are paid to the common shareholders
what are the two types of dividends preference
Cumulative: when dividends are declared, preferred shareholders must be paid both current year dividends and any unpaid prior year dividends.
Noncumulative: if dividends are not declared in a year, these are lost forever.
what are dividends in arrears
Dividends that were not declared on cumulative preferred shares during a period. NOT A LIABILITY
what are redeemable preferred shares
where the issuing corporation has the option to buy back the shares from shareholders at specific future dates and prices. This feature gives the corporation flexibility because it allows them to eliminate these shares when it’s financially beneficial. In Canada, most preferred shares come with this redeemable feature, providing companies with a tool to manage their capital structure effectively.
what are retractable preferred shares
The shareholder has the right to require the company to repurchase shares at specified future dates and prices