Explain how to account for the issuance of common and preferred stock.. Paid-in capital is the total amount of cash and other assets paid in to the corporation by stockholders in exchang
Trang 1Corporations: Organization and Capital Stock Transactions
13
Learning Objectives
Discuss the major characteristics of a corporation.
Explain how to account for the issuance of common and preferred stock.
Explain how to account for treasury stock.
Trang 2An entity separate and distinct from its owners.
Trang 3Characteristics that distinguish corporations from
proprietorships and partnerships
Advantages
Disadvantages
Characteristics of a Corporation
Trang 4Corporation acts under its own name rather than in the name of its
stockholders
Characteristics that distinguish corporations from
proprietorships and partnerships
Characteristics of a Corporation
Trang 5Limited to their investment.
Characteristics that distinguish corporations from
proprietorships and partnerships
Characteristics of a Corporation
Trang 6Shareholders may sell their stock.
Characteristics that distinguish corporations from
proprietorships and partnerships
Characteristics of a Corporation
Trang 7Corporation can obtain capital through the issuance
of stock
Characteristics that distinguish corporations from
proprietorships and partnerships
Characteristics of a Corporation
Trang 8Continuance as a going concern is not affected by the
withdrawal, death, or incapacity of a
stockholder, employee, or officer
Characteristics that distinguish corporations from
proprietorships and partnerships
Characteristics of a Corporation
Trang 9Separation of ownership and management often reduces an owner’s ability to actively manage the
company
Characteristics that distinguish corporations
from proprietorships and partnerships
Characteristics of a Corporation
Trang 10Separate Legal Existence
Characteristics that distinguish corporations from
proprietorships and partnerships
Characteristics of a Corporation
Trang 11Characteristics that distinguish corporations from
proprietorships and partnerships
Characteristics of a Corporation
stockholders pay taxes on cash dividends
Trang 12Chairman and Board of
Directors
President and Chief Executive Officer
General
Counsel/
Secretary
Vice President Marketing
Vice President Finance/Chief Financial Officer
Vice President Operations
Vice President Human
Trang 13File application with the Secretary of
State
Initial Steps:
Companies generally incorporate in a state whose laws are
favorable to the corporate form of business (Delaware, New
Jersey).
Corporations engaged in interstate commerce must obtain a
license from each state in which they do business.
Forming a Corporation
Alternative Terminology
The charter is often
referred to as the articles
of incorporation.
Trang 14A Thousand Millionaires!
Traveling to space or embarking on an expedition to excavate lost Mayan ruins are normally the stuff of adventure novels But for employees of Facebook, these and other lavish dreams moved closer to reality when the world’s No 1 online social network went public through an initial public offering (IPO) that may have created at least a thousand millionaires The IPO was the largest in Internet history, valuing Facebook at over $104 billion With all these riches to be had, why did Mark Zuckerberg, the founder of Facebook, delay taking his company public? Consider that the main motivation for issuing shares to the public is to raise money so you can grow your business However, unlike a manufacturer or even
an online retailer, Facebook doesn’t need major physical resources, it doesn’t have inventory, and it doesn’t really need much money for marketing So in the past, the company hasn’t had much need for additional cash beyond what it was already generating on its own Finally, as head of a closely held, nonpublic company, Zuckerberg was subject to far fewer regulations than a public company.
Accounting Across the Organization
Trang 151 Vote in election of board of
directors and on actions that require stockholder approval
2 Share the corporate earnings
through receipt of dividends
Stockholder Rights
Illustration 13-3
Ownership rights of
stockholders
Trang 163 Keep the same percentage ownership when new
shares of stock are issued (preemptive right)
* A number of companies have eliminated the preemptive right.
Stockholder Rights
Illustration 13-3
Ownership rights of
stockholders
Trang 174 Share in assets upon liquidation in proportion to their
holdings This is called a residual claim.
Stockholder Rights
Illustration 13-3
Ownership rights of
stockholders
Trang 18When a corporation decides to issue stock, it must
resolve a number of basic questions:
1 How many shares should it authorize for sale?
2 How should it issue the stock?
3 What value should the corporation assign to the
stock?
Stock Issue Considerations
Trang 19Charter indicates the amount of stock that a corporation is
authorized to sell.
stockholders’ equity section
AUTHORIZED STOCK
Stock Issue Considerations
Trang 20Prenumbered Illustration 13-4A Stock certificate
Stock Issue Considerations
Trang 21Companies issue common stock directly to investors or
indirectly through an investment banking firm.
1.Company’s anticipated future earnings.
2.Expected dividend rate per share.
3.Current financial position.
4.Current state of the economy.
5.Current state of the securities market.
ISSUANCE OF STOCK
Stock Issue Considerations
Trang 22Stock of publicly held companies is traded on organized
exchanges
prices per share
dividends
fluctuations in market prices
MARKET PRICE OF STOCK
Stock Issue Considerations
Trang 23Investor Insight Nike
Trang 24 Years ago, par value determined the legal capital per
share that a company must retain in the business for the protection of corporate creditors
No-par value stock is fairly common today
value to no-par shares
PAR AND NO-PAR VALUE STOCK
Stock Issue Considerations
Trang 25Which of these statements is false?
a Ownership of common stock gives the owner a
voting right
b The stockholders’ equity section begins with paid-in
capital
c The authorization of capital stock does not result in a
formal accounting entry
d Legal capital is intended to protect stockholders
Stock Issue Considerations
Trang 26Indicate whether each of the following statements is true or false.
1 Similar to partners in a partnership, stockholders of a
corporation have unlimited liability.
2 It is relatively easy for a corporation to obtain capital through
the issuance of stock.
3 The separation of ownership and management is an advantage
of the corporate form of business.
4 The journal entry to record the authorization of capital stock
includes a credit to the appropriate capital stock account.
5 All states require a par value per share for capital stock.
Trang 27Paid-in capital is the total amount of cash and other assets paid in
to the corporation by stockholders in exchange for capital stock.
Corporate Capital
Trang 29If Delta Robotics has a balance of $800,000 in common stock
and $130,000 in retained earnings at the end of its first year,
its stockholders’ equity section is as follows
Corporate Capital
Illustration 13-5
Stockholders’ equity section
Trang 30Comparison of the owners’ equity (stockholders’ equity)
accounts reported on a balance sheet for a proprietorship, a
partnership, and a corporation
Corporate Capital
Illustration 13-6
Comparison of owners’
equity accounts
Trang 31(a) Income Summary 122,000
Retained Earnings 122,000
(b) Stockholders’ equity
DO IT! 1b Corporate Capital
At the end of its first year of operation, Doral Corporation has
$750,000 of common stock and net income of $122,000 Prepare
(a) the closing entry for net income and (b) the stockholders’ equity section at year-end.
Solution
Trang 32Primary Objectives:
1)Identify the specific sources of paid-in capital
2)Maintain the distinction between paid-in capital and
retained earnings
Other than consideration received, the issuance of common
stock affects only paid-in capital accounts.
Accounting for Common Stock
LEARNING
OBJECTIVE
Explain how to account for the issuance
of common and preferred stock.
2
Trang 33Common Stock (1,000 x $1)
1,000
Common Stock (1,000 x $1)
1,000
Paid-in Capital in Excess of Par —
Issuing Par Value Common Stock for Cash
Illustration: Assume that Hydro-Slide, Inc issues 1,000 shares
of $1 par value common stock Prepare Hydro-Slide’s journal
entry if (a) 1,000 share are issued for $1 per share, and (b) 1,000
shares are issued for $5 per share.
a.
Trang 34Accounting for Common Stock
Trang 35Illustration: Assume that instead of $1 par value stock,
Hydro-Slide, Inc has $5 stated value no-par stock and the company
issues 5,000 shares at $8 per share for cash.
Common Stock
25,000 Paid-in Capital in Excess of Stated Value—
Common Stock 15,000
Issuing No-par Common Stock For Cash
Trang 36Illustration: What happens when no-par stock does not have a
stated value?
Cash
40,000 Common Stock 40,000
Issuing No-par Common Stock For Cash
Trang 37Corporations also may issue stock for:
Cost is either the fair market value of the consideration given
up, or the fair market value of the consideration received,
whichever is more clearly determinable
Issuing Common Stock for Services
or Noncash Assets
Trang 38Illustration: Attorneys have helped Jordan Company incorporate
They have billed the company $5,000 for their services They agree
to accept 4,000 shares of $1 par value common stock in payment of their bill At the time of the exchange, there is no established
market price for the stock Prepare the journal entry for this
transaction.
Common Stock (4,000 x $1)
4,000 Paid-in Capital in Excess of Par—
Common Stock for Services
Trang 39Illustration: Athletic Research Inc is an existing publicly held
corporation Its $5 par value stock is actively traded at $8 per
share The company issues 10,000 shares of stock to acquire land recently advertised for sale at $90,000 Prepare the journal entry for this transaction.
Common Stock (10,000 x $5)
50,000 Paid-in Capital in Excess of Par—
Common Stock
Common Stock for Noncash Asset
Trang 40Typically, preferred stockholders have a priority as to:
1.Distributions of earnings (dividends).
2.Assets in event of liquidation.
Generally do not have voting rights.
Accounting for preferred stock at issuance is similar to that for
common stock
Accounting for Preferred Stock
Trang 41Illustration: Stine Corporation issues 10,000 shares of $10
par value preferred stock for $12 cash per share The journal
entry to record the issuance is:
Preferred stock may have a par value or no-par value
Accounting for Preferred Stock
120,000
Preferred Stock (10,000 x $10)
100,000 Paid-in Capital in Excess of Par—
Preferred Stock 20,000
Trang 4213-42 LO 2
DO IT! 2 Issuance of Stock
Cayman Corporation begins operations on March 1 by issuing 100,000 shares of $1 par value common stock for cash at $12 per share On
March 15, it issues 5,000 shares of common stock to attorneys in
settlement of their bill of $50,000 for organization costs On March 28, Cayman Corporation issues 1,500 shares of $10 par value preferred
stock for cash at $30 per share Journalize the issuance of the
common and preferred shares, assuming the shares are not publicly
traded.
1,200,000
Common Stock (100,000 x $1)
100,000 Paid-in Capital in Excess of Par—
Trang 4313-43 LO 2
DO IT! 2 Issuance of Stock
Cayman Corporation begins operations on March 1 by issuing 100,000 shares of $1 par value common stock for cash at $12 per share On
March 15, it issues 5,000 shares of common stock to attorneys in
settlement of their bill of $50,000 for organization costs On March 28, Cayman Corporation issues 1,500 shares of $10 par value preferred
stock for cash at $30 per share Journalize the issuance of the
common and preferred shares, assuming the shares are not publicly
traded.
Mar 15Organization Expense 50,000
Common Stock (5,000 x $1)
5,000 Paid-in Capital in Excess of Par—
Trang 4413-44 LO 2
DO IT! 2 Issuance of Stock
Cayman Corporation begins operations on March 1 by issuing 100,000 shares of $1 par value common stock for cash at $12 per share On
March 15, it issues 5,000 shares of common stock to attorneys in
settlement of their bill of $50,000 for organization costs On March 28, Cayman Corporation issues 1,500 shares of $10 par value preferred
stock for cash at $30 per share Journalize the issuance of the
common and preferred shares, assuming the shares are not publicly
traded.
Preferred Stock (1,500 x $10)
15,000 Paid-in Capital in Excess of Par—
Trang 46Treasury stock is a corporation’s own stock that it has
reacquired from shareholders but not retired
Corporations acquire treasury stock for various reasons:
1.To reissue the shares to officers and employees under
bonus and stock compensation plans.
2.To enhance the stock’s market value
3.To have additional shares available for use in the acquisition
of other companies.
4.To increase earnings per share
Accounting for Treasury Stock
Trang 47Companies generally use the cost method.
the shares.
account Reduces stockholders’ equity.
Purchase of Treasury Stock
Helpful Hint
Treasury shares do not have dividend rights or voting rights.
Trang 48Treasury Stock (4,000 x $8) 32,000
Cash
Illustration: On February 1, 2017, Mead acquires 4,000 shares of
its stock at $8 per share.
Purchase of Treasury Stock Illustration 13-8
Stockholders’ equity with no treasury stock
Trang 49Both the number of shares issued (100,000) and the number
of shares held as treasury (4,000) are disclosed
Illustration 13-9
Stockholders’ equity with treasury stock
Purchase of Treasury Stock
Trang 50Sale of Treasury Stock
Both increase total assets and stockholders’ equity
Disposal of Treasury Stock
Trang 51Illustration: On July 1, Mead sells for $10 per share 1,000
shares of its treasury stock previously acquired at $8 per share and makes the following entry
Treasury Stock
8,000 Paid-in Capital from Treasury Stock
A corporation does not realize a gain or suffer a loss from
stock transactions with its own stockholders
SALE OF TREASURY STOCK
“ABOVE” COST
Trang 52Illustration: On Oct 1, Mead sells an additional 800 shares of
treasury stock at $7 per share and makes the following entry
SALE OF TREASURY STOCK
“BELOW” COST
Paid-in Capital from Treasury Stock 800
Treasury Stock
6,400
Trang 53Cash 15,400 Paid-in Capital from Treasury Stock 1,200
Treasury Stock
17,600
Illustration: On Dec 1, assume that Mead, Inc sells its
remaining 2,200 shares at $7 per share and makes the following entry
Limited to balance
on hand
SALE OF TREASURY STOCK
“BELOW” COST
Trang 54Why Did Reebok Buy Its Own Stock?
In a bold (and some would say risky) move, Reebok at one time bought back nearly a third of its shares This repurchase of shares dramatically reduced Reebok’s available cash In fact, the company borrowed significant funds to accomplish the repurchase In a press release, management stated that it was repurchasing the shares because it believed its stock was severely underpriced The repurchase of so many shares was meant to signal management’s belief in good future earnings Skeptics, however, suggested that Reebok’s management was repurchasing shares to make it less likely that another company would acquire Reebok (in which case Reebok’s top managers would likely lose their jobs) By depleting its cash, Reebok became
a less attractive acquisition target Acquiring companies like to purchase companies with large cash balances so they can pay off debt used in the acquisition.
Accounting Across the Organization