Chapter 18 SHAREHOLDERS’ EQUITY © 2009 The McGraw-Hill Companies, Inc. Slide 2 The Nature of Shareholders’ Equity Assets – Liabilities = Shareholders’ Equity Net Assets Sources of Shareholders’ Equity Amounts earned Amounts invested by shareholders Shareholders’ Equity Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income McGraw-Hill /Irwin by corporation Other gains and losses not included in net income Slide 3 The Corporate Organization Advantages of a corporation Continuous Existence Easy ownership transfer Easy to raise capital Limited liability Disadvantages of a corporation Double taxation McGraw-Hill /Irwin Government regulation Slide 4 The Model Business Corporation Act • Nature and location of business activities. • Number and classes of shares authorized. • Number and classes of shares authorized. Articles of incorporation are filed with the state. State issues a corporate charter. Shares of stock issued. McGraw-Hill /Irwin Board of directors appoint officers. Board of directors elected by shareholders. Slide 5 Authorized, Issued, and Outstanding Shares Outstanding shares are issued shares that are owned by stockholders. Authorized Shares Issued Shares Retired shares have the same status as authorized but unissued shares. McGraw-Hill /Irwin Outstanding Shares Treasury Shares Retired Shares Unissued Shares Treasury shares are issued shares that have been reacquired by the corporation. Slide 6 Capital Stock Common stock is the basic voting stock of the corporation. It ranks after preferred stock for dividend and liquidation distribution. Dividends are determined by the board of directors. Usually has a par or stated value. Generally does not have voting rights. Preferred Stock Dividend and liquidation preference over common stock. McGraw-Hill /Irwin May be convertible, callable, and/or redeemable. Slide 7 Preferred Stock Dividends • • • Are usually stated as a percentage of the par or stated value. May be cumulative or noncumulative. May be partially participating, fully participating, or nonparticipating. Unpaid dividends must be paid in full before any distributions to common stock. Dividends in arrears are not liabilities, but the per share and aggregate amounts must be disclosed. McGraw-Hill /Irwin Slide 8 Comprehensive Income Comprehensive income includes four types of gains and losses that traditionally have been excluded from net income. Net holding gains (losses) on investments. McGraw-Hill /Irwin Gains (losses) from and amendments to post retirement benefit plans. Deferred gains (losses) from derivatives. Gains (losses) from foreign currency translations. Slide 9 Share Buybacks A corporation might reacquire shares of its stock to . . . • support the market price. • increase earnings per share. • distribute in stock option plans. • issue as a stock dividend. • use in mergers and acquisitions. • thwart takeover attempts. I can account for the reacquired shares by retiring them or by holding them as treasury shares. McGraw-Hill /Irwin Slide 10 Accounting for Treasury Stock Treasury stock usually does not have: •Voting rights. •Dividend rights. •Preemptive rights. •Liquidation rights. Treasury stock is reported as an unallocated reduction of total Shareholders’ Equity. Acquisition of Treasury Stock •Recorded at cost to acquire. Resale of Treasury Stock •Treasury Stock credited for cost. •Difference between cost and issuance price is (generally) recorded in paid-in capital – share repurchase. McGraw-Hill /Irwin Slide 11 Retained Earnings Represents the undistributed earnings of the company since its inception. Balance January 1, 2009 Net income Cash dividends Balance December 31, 2009 $ 106,500 25,000 (10,000) $ 121,500 The statement of retained earnings may also contain the correction of an accounting error that occurred in the financial statements of a prior period, called a prior period adjustment. Any restrictions on retained earnings must be disclosed in the notes to the financial statements. McGraw-Hill /Irwin Slide 12 Example: Shareholders’ Equity Section of a Balance Sheet Shareholders' Equity Captial Stock: Common Stock - $10 par value; 60,000 shares authorized; 20,000 shares issued and outstanding $ Preferred Stock - $100 par value; 1,000 shares authorized; 400 shares issued and outstanding Additional paid-in capital From issuance of common stock From issuance of preferred stock Total paid-in capital Retained earnings Total stockholders' equity $ McGraw-Hill /Irwin 200,000 40,000 300,000 10,000 550,000 121,500 671,500 Slide 13 Accounting for Cash Dividends Declared by board of directors. Not legally required. Creates liability at declaration. Requires sufficient Retained Earnings and Cash. Declaration date • • Board of directors declares the dividend. Record a liability. GENERAL JOURNAL Date Description Retained Earnings Dividends Payable McGraw-Hill /Irwin Debit Credit XXX XXX Slide 14 Dividend Dates Ex-dividend date The first day the shares trade without the right to receive the declared dividend. (No entry) Date of Record Stockholders holding shares on this date will receive the dividend. (No entry) Date of Payment Record the dividend payment to stockholders. GENERAL JOURNAL Date Description Dividends Payable Cash McGraw-Hill /Irwin Debit Credit XXX XXX Slide 15 Accounting for Stock Dividends Distribution of additional shares of stock to owners. No change in total stockholders’ equity. No change in par values. All stockholders retain same percentage ownership. Small Large Stock dividend < 25% Stock dividend > 25% Record at current fair value of stock. Record at par value of stock. McGraw-Hill /Irwin Slide 16 Stock Splits Stock splits change the par value per share and the number of shares outstanding, but the total par value is unchanged, and no journal entry is required. Assume that a corporation had 3,000shares of $2 par value common stock outstanding before a 2–for–1 stock split. Before Split Common Stock Shares McGraw-Hill /Irwin After Split 3,000 Par Value per Share $ 2.00 Total Par Value $ 6,000 6,000 $ 1.00 $ 6,000 Increase Decrease No Change