Separate Legal Existence Limited Liability of Shareholders Transferable Ownership Rights Ability to Acquire Capital... Separate Legal Existence Limited Liability of Shareholders Transfer
Trang 1Financial Accounting
IFRS 4th Edition
Chapter 12
Corporations: Organization, Share
Transactions, and Equity
Trang 2Chapter Outline
Learning Objectives
LO 1 Discuss the major characteristics of a corporation.
LO 2 Explain how to account for ordinary, preference, and treasury shares.
LO 3 Explain how to account for cash dividends, share dividends, and share splits.
LO 4 Discuss how equity is reported and analyzed.
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Trang 3Learning Objective 1
Discuss the Major Characteristics of a Corporation
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An entity separate and distinct from its owners.
The Corporate Form of Organization
Red Cross (CHE)
► Bill & Melinda Gates
Foundation (USA)
► Cargill Inc.
Trang 5Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
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Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
in the name of its shareholders
Trang 7Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
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Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
Trang 9Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
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Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
or incapacity of a shareholder, employee, or officer
Trang 11Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
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Shareholders
Chairman 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 Resources
Treasurer Controller
Corporation organization
chart
Characteristics
of Corporation
(8 of 10)
Trang 13Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
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Characteristics that distinguish corporations from
proprietorships and partnerships
Separate Legal Existence
Limited Liability of Shareholders
Transferable Ownership Rights
Ability to Acquire Capital
Trang 15Initial Steps:
File application with governmental agency in the jurisdiction
in which incorporation is desired
Government grants charter
Corporation develops by-laws
Companies generally incorporate in a state or country whose laws are favorable to the corporate form of business
Corporations engaged in commerce outside their state or
country must obtain a license from each government in which they do business
Forming a Corporation
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1 Vote in election of board of directors at annual
meeting and vote on actions that require
shareholder approval.
2 Share the corporate earnings through receipt of
dividends.
3 Keep the same percentage ownership when new
shares are issued (preemptive right).
4 Share in assets upon liquidation in proportion to
their holdings This is called a residual claim.
Shareholder Rights
Trang 17When a corporation decides to issue shares, it must resolve a number of basic questions:
1 How many shares should it authorize for sale?
2 How should it issue the shares?
3 What value should the corporation assign to the
shares?
Share Issue Considerations (1 of 6)
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Authorized Shares
Charter indicates amount of shares that a
corporation is authorized to sell
Number of authorized shares is often reported in
equity section
No formal accounting entry
Share Issue Considerations (2 of 6)
Trang 19Issuance of Shares
Companies issue ordinary shares directly to
investors or indirectly through an investment
banking firm
Factors in setting price for a new issue of shares:
1 Company’s anticipated future earnings
2 Expected dividend rate per share
3 Current financial position
4 Current state of economy
Share Issue Considerations (3 of 6)
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Market Price of Shares
Shares of publicly held companies are traded on
organized exchanges
Interaction between buyers and sellers determines the prices per share
Prices tend to follow the trend of a company’s
earnings and dividends
Factors beyond a company’s control may cause to-day fluctuations in market prices
day-Share Issue Considerations (4 of 6)
Trang 21Par and No-Par Value Shares
Years ago, par value determined legal capital per
share that a company must retain in business for protection of corporate creditors
Today many governments do not require a par value
In many countries, the board of directors assigns a
Share Issue Considerations (5 of 6)
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Which of the following statements is false?
a Ownership of ordinary shares gives the owner a
voting right.
b The equity section begins with share capital.
c The authorization of ordinary shares does not
result in a formal accounting entry.
d Legal capital per share applies to par value
shares but not to no-par value shares.
Share Issue Considerations (6 of 6)
Trang 23Indicate whether each of the following statements is true or false
_ 1 Similar to partners in a partnership, shareholders of a
corporation have unlimited liability.
_ 2 It is relatively easy for a corporation to obtain capital
through the issuance of shares.
_ 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
ordinary shares includes a credit to the appropriate share capital account.
False
True
False
False
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Equity is identified by various names:
stockholders’ equity,
shareholders’ equity, or
corporate capital
The equity section of a corporation’s statement of
financial position consists of two parts:
1 share capital and
2 retained earnings (earned capital)
Corporate Capital (1 of 3)
Trang 25Share Capital
Share capital is the total amount of cash and other
assets paid in to the corporation by shareholders in exchange for shares.
Corporate Capital (2 of 3)
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Trang 27If Delta Robotics has a balance of HK$800,000 in Share Capital
—Ordinary and HK$130,000 in retained earnings at the end of its first year, its equity section is as follows:
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Comparison of the equity accounts reported on a
statement of financial position for a proprietorship
and a corporation.
Corporate Capital
Trang 29Illustration: At the end of its first year of operation, Doral AG
has €750,000 of ordinary shares and net income of €122,000 Prepare (a) the closing entry for net income and (b) the equity section at year-end
(a) Income Summary 122,000
Retained Earnings 122,000(b) Equity
Share capital—ordinary €750,000Retained earnings 122,000
Total equity €872,000
Trang 30Learning Objective 2
Explain How to Account for Ordinary,
Preference, and Treasury Shares
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Trang 31Accounting for Ordinary Shares
Primary Objective is to identify the specific sources of capital.
Accounting for Share Transactions
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Issuing Par Value Ordinary Shares for Cash
Par value does not indicate a share’s market price
Cash proceeds from issuing par value shares may be equal to, greater than, or less than par value
Issuance of ordinary shares for cash
Credit par value of shares to Share Capital—
Trang 33Illustration: Assume that Hydro-Slide SA issues 1,000 shares
of €1 par value ordinary shares Prepare the entry to record this transaction
Share Capital—Ordinary (1,000 x €1) 1,000
Issuing Par Value Ordinary Shares for
Cash (1 of 3)
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Now assume that Hydro-Slide issues an additional 1,000
shares of the €1 par value ordinary shares for cash at €5 per share Prepare the entry to record this transaction
Cash 5,000
Share Capital—Ordinary (1,000 x €1) 1,000Share Premium—Ordinary 4,000
Issuing Par Value Ordinary Shares for
Cash (2 of 3)
Trang 35Hydro-Slide SA Statement of Financial Position (partial)
Issuing Par Value Ordinary Shares for
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Illustration: Assume that instead of €1 par value shares,
Hydro-Slide SA has €5 stated value no-par shares and the
company issues 5,000 shares at €8 per share for cash
Trang 37Illustration: if Hydro-Slide does not assign a stated value to its
no-par shares, it records the issuance of the 5,000 shares at
€8 per share for cash as follows
Cash 40,000
Share Capital—Ordinary 40,000
Issuing No-Par Ordinary Shares (2 of 2)
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Corporations also may issue shares for:
Services (attorneys or consultants)
Non-cash assets (land, buildings, and equipment)
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 Ordinary Shares for Services or Non-cash Assets
Trang 39Illustration: 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 ordinary shares in payment of their bill At the time of the
exchange, there is no established market price for the shares Prepare the journal entry for this transaction
Organization Expense 5,000
Share Capital—Ordinary 4,000 Share Premium—Ordinary 1,000
Ordinary Shares for Services
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Illustration: Athletic Research AG is an existing publicly held
corporation Its €5 par value shares are actively traded at €8 per share The company issues 10,000 shares to acquire land recently advertised for sale at €90,000 Prepare the journal entry for this transaction
Land 80,000
Share Capital—Ordinary 50,000Share Premium—Ordinary 30,000
Ordinary Shares for Non-Cash Assets
Trang 41Typically, preferred shareholders have a priority as to:
1 Distributions of earnings (dividends).
2 Assets in event of liquidation.
Generally do not have voting rights.
Accounting for preference shares at issuance is similar
to that for ordinary shares.
Accounting for Preference Shares (1 of 2)
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Illustration: Florence SpA issues 10,000 shares of €10 par
value preference shares for €12 cash per share The journal entry to record the issuance is:
Cash 120,000
Share Capital—Preference 100,000Share Premium—Preference 20,000Preference shares may have a par value or no-par value
Accounting for Preference Shares (2 of 2)
Trang 43Illustration: Hefei Ltd begins operations on March 1 by
issuing 1,000,000 shares of €10 par value ordinary shares for cash at ¥12 per share Journalize the issuance of the shares on March 1 assuming the shares are not publicly traded
Cash 12,000,000
Share Capital—Ordinary 10,000,000Share Premium—Ordinary 2,000,000
DO IT! 2: Issuance of Shares (1 of 3)
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Illustration: On March 15, Hefei Ltd issues 50,000 ordinary
shares to attorneys in settlement of their bill of ¥600,000 for organization costs Journalize the issuance of these shares
Organization Expense 600,000
Share Capital—Ordinary 500,000Share Premium—Ordinary 100,000
DO IT! 2: Issuance of Shares (2 of 3)
Trang 45Illustration: On March 28, Hefei issues 15,000 shares of ¥100
par value preference shares for cash at ¥250 per share
Journalize the issuance of these shares
Cash 3,750,000
Share Capital—Preference ( 15,000 × ¥100) 1,500,000Share Premium—Preference (15,000 × ¥150) 2,250,000
DO IT! 2: Issuance of Shares (3 of 3)
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has reacquired from shareholders but not retired.
Corporations acquire treasury shares for various
reasons:
1 To reissue the shares to officers and employees
under bonus and share compensation plans.
2 To enhance the share’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 Shares
Trang 47Companies generally use cost method
Debit Treasury Shares for price paid to reacquire
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Illustration: On February 1, 2020, Mead acquires 4,000 shares of its
stock at HK$80 per share The entry is as follows.
Treasury Shares 320,000
Cash 320,000
Purchase of Treasury Shares (2 of 3)
Equity
Share capital—ordinary, HK$50 par value, 100,000
shares issued and outstanding HK$5,000,000
Trang 49Mead, Ltd.
Statement of Financial Position (partial)
Both the number of shares issued (100,000) and the number of
shares held as treasury (4,000) are disclosed.
Purchase of Treasury Shares (3 of 3)
Equity
Share capital—ordinary, HK$50 par value, 100,000
shares issued and 96,000 shares outstanding HK$5,000,000
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Illustration: On July 1, Mead, Ltd sells for HK$100 per share
1,000 of the 4,000 treasury shares previously acquired at
HK$80 per share The entry is as follows
Treasury Shares 80,000Share Premium—Treasury 20,000
A corporation does not realize a gain or suffer a loss from
shares transactions with its own shareholders
Sale of Treasury Shares Above Cost
Trang 51Treasury Shares Share Premium––Treasury
Oct 1 Bal 176,000
If Mead, Ltd sells an additional 800 treasury shares on
October 1 at HK$70 per share, it makes the following entry
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On December 1, assume that Mead, Ltd sells its remaining
2,200 shares at HK$70 per share and makes the following
Trang 53Salvador SA purchases 3,000 shares of its R$50 par value
ordinary shares for R$180,000 cash on July 1 It will hold the shares in the treasury until resold On November 1, the
corporation sells 1,000 treasury shares for cash at R$70 per share Journalize the treasury share transactions
July 1 Treasury Shares 180,000
Nov 1 Cash 70,000
Treasury Shares 60,000Share Premium—Treasury 10,000
Trang 54Learning Objective 3
Explain How to Account for Cash
Dividends, Share Dividends, and Share Splits
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