CHAPTER 11 Reporting and Analysing Shareholders’ Equity Corporation • Separate legal entity • Has most of the rights and privileges of a person • Classified by purpose and ownership – Purpose: profit or nonprofit – Ownership: public or private Characteristics of a Corporation • • • • • • • • Separate legal existence Limited liability of shareholders Transferable ownership rights Ability to acquire capital Continuous life Corporation management Government regulations Income taxes Advantages and Disadvantages of a Corporation Advantages Disadvantages – Corporate management – Corporation management • professional managers • ownership separated – Separate legal existence from management – Limited liability of – Increased costs and shareholders complexity in order to – Deferred or reduced taxes adhere to government – Transferable ownership rights regulation – Ability to acquire capital – Additional taxes – Continuous life Shareholder Rights • To raise capital, the corporation sells shares • If there is only one class of shares, these are referred to as common shares • Ownership rights are specified in articles of incorporation or in by-laws Share Terminology • Authorized shares – maximum amount of shares a corporation is allowed to sell as authorized by corporate charter • Issued shares – number of shares sold Stock Market Price • Shares of publicly held companies are traded on organized exchanges at dollar prices per share established by the interaction between buyers and sellers No Par Value Shares • Par and stated value shares seldom used • Par value has no assigned legal capital value • Legal capital equals issue price (proceeds) Must retain legal capital. No par value has NO relationship to market value once issued. Reacquisition of Shares • Reacquired shares are a corporation’s own shares (either common or preferred) that have been issued and reacquired by the corporation • Reacquired shares are normally retired and cancelled Shareholders’ Equity • The shareholders’ equity section of a corporation’s balance sheet consists of: 1. Share capital (contributed capital) 2. Retained earnings Shareholders’ Equity Shareholders’ equity Share capital Common shares, 100,000 no par value shares authorized, 50,000 issued Retained earnings Total shareholders’ equity $800,000 130,000 $930,000 Preferred Shares • Preferred shares have priority over common shares with regards to: 1. Dividends 2. Assets in the event of liquidation • Preferred shareholders usually do not have voting rights • Preferred shares are shown first in the share capital section of shareholders' equity Preferred Share Preferences • • • • • Liquidation preference Cumulative (dividends in arrears) Convertible Redeemable/callable (company option) Retractable (shareholder option) Dividends • Dividends are distributed by a corporation to its shareholders on a pro rata (equal) basis • They are normally in the form of: – Cash – Stock (common shares) Cash Dividends • For a cash dividend to occur, a corporation must have: 1. Retained earnings 2. Adequate cash 3. Declared dividends Entries for Cash Dividends Three dates are important in connection with dividends: 1. Declaration date 2. Record date 3. Payment date Declaration Date • Date the Board of Directors declares cash dividend • Commits the corporation to a binding legal obligation that cannot be rescinded On December 1, 2004, the directors of Media General declare a $0.50 per share cash dividend on 100,000 common shares (100,000 x $0.50 = $50,000). Dec. 1 Cash Dividends Dividends Payable 50,000 50,000 Record Date • Date ownership of shares is determined for dividend purposes Dec. 22 No entry necessary Payment Date • Date dividend cheques are mailed The payment date for Media General is January 20. Jan. 20 Dividends Payable Cash 50,000 50,000 Stock Dividends • Distributed (paid) in shares • In most cases, fair market value is assigned to the stock dividend shares • Decreases retained earnings, increases common shares, total shareholder’s equity remains the Before After same Common shares Retained earnings Total shareholders’ equity Stock Dividend Stock Dividend $500,000 $575,000 300,000 225,000 $800,000 $800,000 Purposes and Benefits of Stock Dividends • For company – To satisfy shareholders' dividend expectations without spending cash – To increase marketability of its shares by increasing number of shares and decreasing market price per share – To reinvest and restrict a portion of shareholders' equity Purposes and Benefits of Stock Dividends • For shareholder – More shares with which to earn additional dividend income – More shares for future profitable resale, as share price increases Stock Dividends • Assume 2% ownership interest in Cetus Inc., owning 200 of its 10,000 common shares • In a 10% stock dividend, 1,000 common shares (10,000 x 10%) would be issued • You would receive 20 shares (2% x 1,000), but your ownership interest would remain at 2% (220 /11,000) Stock Dividends Cetus Inc. would journalize the stock dividend as follows, assuming $25 FMV (1,000 x $25 = $25,000): Declaration Date Stock Dividends Common Stock Dividends Distributable Record Date 25,000 25,000 No Entry Distribution Date Common Stock Dividends Distributable Common Shares 25,000 25,000 Stock Splits • A stock split involves the issue of additional shares to shareholders according to their percentage ownership • Number of shares is increased • No change to dollar amount in share capital account Stock Splits • A stock split has no effect on total share capital, retained earnings, or total shareholders’ equity • Market value of the shares will decrease roughly proportionately to the split • It is not necessary to formally journalize a stock split Effects of Stock Splits, Stock Dividends, and Cash Dividends Stock Split Stock Dividend Cash Dividend Total assets NE NE Total liabilities NE NE NE Total shareholders’ equity NE NE Total share capital NE NE Total retained earnings NE NE NE NE NE Number of shares % of shareholder ownership NE = No effect = Increase = Decrease Retained Earnings • Retained earnings is the cumulative net earnings (less losses) that is retained in the business (i.e., not distributed to shareholders) Retained earnings, opening balance + Net earnings (or - net loss) - Dividends = Retained earnings, ending balance Deficit A debit balance in retained earnings is identified as a deficit and is reported as a deduction in the shareholders’ equity section Shareholders’ equity Common shares Retained earnings (deficit) Total shareholders’ equity $800,000 (50,000) $750,000 Retained Earnings Restrictions • In some cases there may be retained earnings restrictions that make a portion of the balance currently unavailable for dividends • Restrictions result from one or more of the following causes: – Legal – Contractual – Voluntary Measuring Corporate Performance • Dividend record – Payout ratio • Earnings performance – Return on common shareholders’ equity Payout Ratio • Measures the percentage of earnings distributed in the form of cash dividends to common shareholders Payout Ratio = Cash Dividends Net Earnings Return on Common Shareholders’ Equity • Measures the company’s profitability from the shareholders’ point of view Return on Common Shareholders’ Equity = Net Earnings – Preferred Share Dividends Average Common Shareholders’ Equity Components of ROE Debt vs. Equity Decision Companies must decide between issuing bonds or selling shares to raise long-term capital •Bonds – Do not affect shareholder control – Offer tax savings – Have the potential for a higher return on common shareholders’ equity However, bonds do require a fixed payment which may be difficult for a company to meet