Chapter 12 (Week 6) Flashcards
Corporation
Entity separate and distinct from its owners
Publicly held: may have thousands of shareholders
Privately held: usually has only a few shareholders and doesn’t offer its shares for sale to the general public
Purpose: corporation may be organised for the purpose of making a profit, or it may be not for profit
Forming a corporation
File an application with the appropriate government agency in the jurisdiction
Charter provided by government
By laws are established - internal rules and procedures for conducting the affairs of the corporation
- A license might also be needed
Organisation costs
costs incurred in the formation of a corporation
Shareholder rights
- Vote in election of board of directions at annual meeting
- Share the corporate earnings through receipt of dividends
- Keep the same percentage ownership when new shares are issued (preemptive right)
- Share in assets upon liquidation in proportion to their holdings –> residual claim
Authorised shares
charter indicates how many can be sold
Issuance of shares
Issue shares directly to investors, or indirectly through an investment banking
Indirect: the investment banker buys the shares from the corporation at a stipulated price and resells them to investors
Par and no par values
Par (nominal): ordinary shares to which the charter has assigned a value per share
No par: ordinary shares to which the carted hasn’t assigned a value per share
Share capital
total amount of cash and other assets paid in to the corporation by shareholders in exchange for shares
Retained earnings
net income that a corporation retains for future use
Issuing par value ordinary shares for cash
Ordinary for par: credit Share capital ordinary
Ordinary for more than par: credit Share premium ordinary
Ordinary for less than par: debit Share premium ordinary (if credit balance) or debit Retained earnings (if no credit balance)
Issuing no par ordinary shares for cash
Credits Share capital ordinary
Ordinary for more than no par: credit to Share premium ordinary
Preference shares
contractual provisions that give them some preference or priority over ordinary shares.
Treasury shares
a corporation’s own shares that it has issued and subsequently reacquired from shareholders but not retired
They might be acquired to:
- reissue the shares to employees under compensation
- have additional shares available
- reduce the number of shares outstanding
Purchase of treasury shares
Use the cost method:
Debit Treasury Shares for the price paid to reacquire the shares
When the company disposes of the shares - credits to the Treasury Shares the same amount it paid to reacquire the shares
Outstanding shares
number of issued shares that are being held by shareholders