Chapter 14 Share capital and reserves Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-1 Learning objectives • Understand that the owners’ equity of an organisation can consist of several different accounts • Understand that within owners’ equity there can be various classes of shares, each providing different rights to holders • Be able to provide the journal entries to recognise the issue of both fully paid and partly paid shares by a company • Be able to provide the journal entries necessary when preference shares are to be redeemed Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-2 Learning objectives (cont.) • Be able to provide the necessary journal entries when shares are forfeited by their owners • Be able to provide the journal entries to account for rights issues and option issues • Understand what constitutes a share split and a bonus issue of shares • Know the disclosure requirements of AASB 101 ‘Presentation of Financial Statements’ in relation to share capital and reserves Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-3 Relevant accounting standards and other guidance • • • • AASB 101 ‘Presentation of Financial Statements’ AASB 132 ‘Financial Instruments: Presentation’ AASB 2 ‘Share-Based Payments’ AASB 108 ‘Accounting Policies, Changes in Accounting Estimates, and Errors’ • The AASB’s ‘Framework for the Preparation and Presentation of Financial Statements’ Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-4 Owners’ equity as a residual claim on net assets • Owners’ equity – owners’ share of the business calculated by subtracting the entity’s liabilities from its assets • Shareholders’ funds – in a company this represents the difference between total assets and total liabilities • The AASB Framework defines equity as – the residual interest in the assets of the entity after deducting all of its liabilities Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-5 Owners’ equity as a residual claim on net assets (cont.) • The definition and recognition of equity are directly a function of the definition and recognition of assets and liabilities • Total owners’ equity is made up of a number of accounts – share capital relating to one or several classes of shares – reserves (e.g. revaluation reserve, general reserve, forfeited share reserve) – retained earnings (or accumulated losses) Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-6 Retained earnings • Retained earnings often makes up a significant proportion of shareholders’ funds – – – – – represents the accumulation of prior period profits and losses reduced by dividends declared and paid reduced by any transfers to other reserves could be reduced by a bonus issue of shares changes in accounting policies as the result of the initial adoption of a new accounting standard can result in a direct adjustment in retained earnings in accordance with AASB 108 – the recognition of prior period errors can result in a reduction in retained earnings in accordance with AASB 108 Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-7 Accounting for the issue of share capital • Share capital – balance of owners’ equity within a company comprising the capital contributions made by owners • Par value – the face value of a security • Share premium – the difference between the issue price of a share and its par value • Under section 254C of the Corporations Act 2001 shares of a company have no par value • Shares no longer issued at a premium or a discount Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-8 Accounting for the issue of share capital (cont.) • To recognise receipt of application monies Debit Credit Bank trust Application • To recognise the issue of shares and to close application account Debit Credit Application Share capital Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-9 Accounting for the issue of share capital (cont.) • To transfer cash from trust account to general operating bank account Debit Credit Cash at bank Bank trust • Refer to Worked Examples 14.1 and 14.2 (pp. 484 and 485) Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-10 Oversubscription of shares • • When more shares are applied for than the number to be issued – quite common Two approaches to manage oversubscription include 1. satisfy full demand of a certain number of subscribers and refund the funds advanced by others 2. issue shares to all subscribers on a pro rata basis - excess monies on application can either be refunded or used to reduce further monies owing on allotment • Refer to Worked Example 14.3 (p. 485) Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-11 Oversubscription of shares (cont.) • Accounting for oversubscription of shares partly paid - recognise aggregate applications for shares Debit Credit Bank trust Application - to allot shares as partly paid Debit Application Credit Share capital Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-12 Oversubscription of shares (cont.) • To recognise amount due on allotment Debit Allotment Credit Share capital • To offset excess amounts paid on application against amount due on allotment Debit Credit Application Allotment Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-13 Oversubscription of shares (cont.) • To transfer funds to operating bank account Debit Cash at bank Credit Bank trust • To recognise receipt of amounts due on allotment Debit Credit Cash at bank Allotment Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-14 Oversubscription of shares (cont.) • Accounting for call made on shares subsequent to allotment • To record call Debit Credit Call Share capital • To record receipt of amounts due on call Debit Cash at bank Credit Call Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-15 Different classes of shares • Ordinary shares – provide a claim against the entity that ranks behind the claims of creditors and some preference shareholders – confer voting rights on shareholders – entitle their owners to distribution of profits in the form of dividends – entail, however, no guarantee of dividends – if dividends not paid in one year, do not accrue the right to dividends until dividends are paid Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-16 Different classes of shares (cont.) • Preference shares – subject to preferential treatment, often with receipt of dividends or order of ranking for asset distributions – some have voting rights – some have voting rights if dividends unpaid – others have no voting rights – if participating, holders may, after receiving preference dividend at fixed rate, participate with ordinary shareholders in further profits distributed Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-17 Different classes of shares (cont.) • Preference shares (cont.) – if convertible, have a right of conversion to ordinary shares – if redeemable, have the ability to redeem shares for cash at later date – some have the characteristics of equity and others have the characteristics of debt – preference shares that are redeemable on a fixed date, or at the option of the shareholder, provide a fixed rate of return, and provide no voting rights, should be disclosed as debt (AASB 132) – if disclosed as debt then the ‘dividend’ payments will be classified as treated as expenses (interest) Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-18 Redemption of preference shares • Under sections 254 (J) and (K) of the Corporations Act shares are to be redeemed – out of profits that would otherwise be available for dividends; or – out of proceeds of a fresh issue of shares made for the purposes of the redemption • Refer to Worked Example 14.4 (p. 490) Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-19 Redemption of preference shares (cont.) • To recognise issue of preference shares Debit Cash at bank Credit Share capital—preference shares • To eliminate preference shares and create ‘capital redemption reserve’ Debit Share capital—preference shares Credit Capital redemption reserve Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-20 Redemption of preference shares (cont.) • To redeem shares out of profits Debit Retained earnings Credit Cash • Further entry required pursuant to amendments to the Corporations Law Debit Capital redemption reserve Credit Share capital Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-21 Forfeited shares • Shares can be forfeited if – shares are issued as partly paid and shareholders do not subsequently pay the amounts due on allotment or on calls – a shareholder ceases to be a member of the company at that time • Shareholders who have forfeited shares might be entitled to a full or partial refund of monies paid before forfeiture Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-22 Forfeited shares (cont.) • Various outcomes – if company is listed on the ASX or if company’s operating rules allow it, a refund is paid to the investor less costs incurred in reissuing shares amounts paid are recorded in a forfeited shares account (liability) until refunded Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-23 Forfeited shares (cont.) • If company is not listed on the ASX and constitution says nothing about refunds, company can retain the amounts paid less costs of reissuing shares - amounts paid are held in a forfeited shares reserve (part of shareholders’ funds) • Refer to Worked Example 14.5 (p. 492) Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-24 Forfeited shares (cont.) To record the call • Debit Call Credit Share capital To record receipt of call monies • Debit Cash at bank Credit Call Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-25 Forfeited shares (cont.) To record forfeiture of shares Debit Share capital Credit Call Credit Forfeited shares account To recognise amount received on sale of forfeited shares: Debit Cash at bank Debit Forfeited shares account Credit Share capital Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-26 Forfeited shares (cont.) To recognise payment of costs relating to sale of shares Debit Forfeited shares account Credit Cash at bank To recognise return of remaining monies to original shareholders Debit Forfeited shares account Credit Cash at bank Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-27 Share splits and bonus issues • Share splits – subdivision of the company’s shares into shares of smaller value – result in no change to owners’ equity – companies may undertake share splits because they feel that lower priced shares will be more marketable – no journal entries required – company must amend share register Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-28 Share splits and bonus issues (cont.) • Bonus shares – existing shareholders receive additional shares, at no cost, in proportion to their shareholding at the date of the bonus issue – journal entry Debit Retained earnings Credit Share capital—ordinary shares – bonus shares from retained profits often referred to as a bonus share dividend Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-29 Rights Issues and Share Options • A rights issue provides existing shareholders with the right to acquire additional shares typically at an ‘attractive’ price • Some rights might be tradeable, some are not See Worked Example 14.6 (p. 496) • Share options give the holder the right to acquire shares in the future at a particular price • Are typically sold by the entity, or provided to employees as part of their salary See Worked Example 14.7 (p. 497) Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-30 Required disclosures for share capital AASB 101 requires disclosure of the following • For each class of share capital – number of shares authorised – number of shares issued and fully paid, and issued but not fully paid – par value per share, or that shares have no par value – reconciliation of number of shares outstanding at beginning and end of period – rights, preferences and restrictions of the class Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-31 Required disclosures for share capital (cont.) – shares reserved for issue under options and contracts for sale of shares – shares in the entity held by the entity or by subsidiaries or associates • Description of nature and purpose of each reserve within equity Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-32 Reserves • Include – revaluation reserve – general reserve: may be used as a means of transferring profits out of retained profits for future expansion plans • Required to disclose (AASB 101) – reconciliation between carrying amount of each reserve at the beginning and end of the period, separately disclosing each change Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-33 Summary • The chapter addresses various issues associated with share capital and reserves • Owners’ equity is the residual interest in the assets of an entity after deduction of its liabilities • When shares are issued to the public, funds must be placed in trust prior to allotment of shares • Preference shares should be disclosed as debt or equity depending on the conditions of issue • Forfeiture of shares, share splits and bonus issues were also discussed Copyright 2007 McGraw-Hill Australia Pty Ltd PPTs t/a Australian Financial Accounting 5e by Craig Deegan Slides prepared by Craig Deegan 14-34