Accounting for Corporations Chapter 11 Wild, Shaw, and Chiappetta Financial & Managerial Accounting 6th Edition Copyright © 2016 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. 11-C1: Characteristics of Corporations 2 13 - 3 Corporate Form of Organization An entity created by law Existence is separate from owners Privately Held Ownership can be Publicly Held Has rights and privileges C1 3 13 - 4 Characteristics of Corporations Advantages Separate legal entity Limited liability of stockholders Transferable ownership rights Continuous life Lack of mutual agency for stockholders Ease of capital accumulation Disadvantages Governmental regulation Corporate taxation C1 4 13 - 5 Corporate Organization and Management Stockholders Board of Directors President, Vice President, and other Officers C1 Employees of the Corporation Corporate governance is the system by which companies are directed and controlled. 5 13 - 6 Corporate Organization and Management Corporate Organization Chart Ultimate control Selected by a vote of the stockholders Secretary C1 Stockholders Board of Directors President Vice President Finance Vice President Production Stockholders usually meet once a year Overall responsibility for managing the company Vice President Marketing 6 13 - 7 Rights of Stockholders Vote at stockholders’ meetings (or register proxy votes electronically) Sell stock Purchase additional shares of stock Receive dividends, if any Share equally in any assets remaining after creditors are paid in a liquidation C1 7 13 - 8 Stock Certificates and Transfer Each unit of ownership is called a share of stock. A stock certificate serves as proof that a stockholder has purchased shares. When the stock is sold, the stockholder signs a transfer endorsement on the back of the stock certificate. C1 8 13 - 9 Basics of Capital Stock Total amount of stock that a corporation’s charter authorizes it to sell. Stockholders' Equity Common Stock, par value $0.01; authorized 250,000,000 shares; issued and outstanding 92,556,295 shares $925,563 Total amount of stock that has been issued or sold to stockholders. C1 9 13 - 10 Basics of Capital Stock Par value is an arbitrary amount assigned to each share of stock when it is authorized. Market price is the amount that each share of stock will sell for in the market. Classes of Stock Par Value No-Par Value Stated Value C1 10 11-P1: Common Stock 11 13 - 12 Issuing Par Value Stock Par Value Stock On June 5, Dillon Snowboard’s, Inc. issued 30,000 shares of $10 par value stock for $12 per share. Let’s record this transaction. June 5 Cash 360,000 Common Stock, $10 par value Paid-in Capital in Excess of Par Value, Common 300,000 60,000 Issued 30,000 shares of common stock. P1 12 13 - 13 Issuing Par Value Stock Stockholders' Equity with Common Stock Stockholders' Equity Common Stock - $10 par value; 50,000 shares authorized; 30,000 shares issued and outstanding $ 300,000 Paid-In Capital in Excess of Par 60,000 Retained earnings 65,000 Total stockholders' equity $ 425,000 P1 13 13 - 14 Issuing Stock for Noncash Assets Par Value Stock On June 10, 4,000 shares of $20 par value stock for land valued at $105,000. Let’s record this transaction. Dr 105,000 June 10 Land Common Stock, $2 par value Paid-in Capital in Excess of Par Value, Common Cr 80,000 25,000 Exchanged 100,000 common shares for land. P1 14 NEED-TO-KNOW Prepare journal entries to record the following four separate issuances of stock. 1) A corporation issued 80 shares of $5 par value common stock for $700 cash. 2) A corporation issued 40 shares of no-par common stock to its promoters in exchange for their efforts, estimated to be worth $800. The stock has a $1 per share stated value. 3) A corporation issued 40 shares of no-par common stock in exchange for land, estimated to be worth $800. The stock has no stated value. 4) A corporation issued 20 shares of $30 par value preferred stock for $900 cash. General Journal 1) 2) 3) 4) P1 Cash Common Stock, $5 par value (80 shares x $5) Paid-in Capital in excess of par value, Common stock Debit 700 Credit 400 300 Organization expenses Common Stock, $1 stated value (40 shares x $1) Paid-in Capital in excess of stated value, Common stock 800 Land Common Stock, No-par value 800 Cash Preferred Stock, $30 par value (20 shares x $30) Paid-in Capital in excess of par value, Preferred stock 900 40 760 800 600 300 15 11-P2: Dividends 16 13 - 17 Cash Dividends Regular cash dividends provide a return to investors and almost always affect the stock’s market value. Dividends Stockholders Corporation To pay a cash dividend, the corporation must have: 1. A sufficient balance in retained earnings; and 2. The cash necessary to pay the dividend. % of Corporations Paying Divends 100% 80% 75% 60% 40% 22% 20% 0% Common P2 Preferred 17 13 - 18 Accounting for Cash Dividends Three Important Dates Date of Declaration Date of Record Record liability for dividend. No entry required. P2 Date of Payment Record payment of cash to stockholders. 18 13 - 19 Accounting for Cash Dividends On January 9, a $1 per share cash dividend is declared on Z-Tech, Inc.’s 5,000 common shares outstanding. The dividend will be paid on February 1 to stockholders of record on January 22. Date of Declaration Record liability for dividend. Jan. 9 Retained Earnings Common Dividend Payable Dr 5,000 Cr 5,000 Declared $1 per share cash dividend. P2 19 13 - 20 Accounting for Cash Dividends On January 9, a $1 per share cash dividend is declared on Z-Tech, Inc.’s 5,000 common shares outstanding. The dividend will be paid on February 1 to stockholders of record on January 22. No entry required on January 22, the date of record. Date of Payment Record payment of cash to stockholders. Feb. 1 Common Dividends Payable Cash Dr 5,000 Cr 5,000 Paid $1 per share cash dividend. P2 20 13 - 21 Deficits and Cash Dividends A deficit is created when a company incurs cumulative losses or pays dividends greater than total profits earned in other years. Stockholders' Equity Common stock $10 par value, 5,000 shares authorized and outstanding Retained earnings deficit Total stockholders' equity P2 $ $ 50,000 (6,000) 44,000 21 13 - 22 Stock Dividends A distribution of a corporation’s own shares to its stockholders without receiving any payment in return. Why a stock dividend? Can be used to keep the market price on the stock affordable. Can provide evidence of management’s confidence that the company is doing well. Small Stock Dividend Distribution is 25% of the previously outstanding shares. Large Stock Dividend Distribution is > 25% of the previously outstanding shares. P2 22 13 - 23 Recording a Small Stock Dividend Quest has 10,000 shares of $1 par value stock outstanding. On December 31, Quest declared a 10% stock dividend, when the stock was selling for $15 per share. The stock will be distributed to stockholders on January 20. Let’s prepare the December 31 entry. Capitalize retained earnings for the market value of the shares to be distributed. (10,000 × 10% = 1,000 × $15 = $15,000) 1,000 × $10 par Dec. 31 Retained Earnings 15,000 Common Stock Dividend Distributable Paid-In Capital in Excess of Par Value 10,000 5,000 Declared a 1,000 share (10%) stock dividend. P2 23 13 - 24 Before the stock dividend. After the stock dividend. P2 24 13 - 25 Recording a Small Stock Dividend Quest has 10,000 shares of $1 par value stock outstanding. On December 31, Quest declared a 10% stock dividend, when the stock was selling for $15 per share. The stock will be distributed to stockholders on January 20. Let’s prepare the January 20 entry. Jan. 20 Common Stock Dividend Distributable Common Stock $10 Par Value Paid-In Capital in Excess P2 10,000 10,000 25 13 - 26 Recording a Large Stock Dividend Quest, Inc. has 10,000 shares of $1 par value stock outstanding. On December 31, Quest declared a 30% stock dividend. The stock will be distributed to stockholders on January 20, 2014. Let’s prepare the December 31 entry. Capitalize retained earnings for the minimum amount required by state law, usually par or stated value of the shares. (10,000 × 30% = 3,000 shares × $10 par value = $30,000) Dec. 31 Retained Earnings Dr 30,000 Common Stock Dividend Distributable Cr 30,000 Declared a 10,000 share (30%) stock dividend. P2 26 13 - 27 Stock Splits A distribution of additional shares of stock to stockholders according to their percent ownership. $20 par value Common Stock Old Shares 100,000 shares $10 par value New Shares P2 Common Stock 200,000 shares 27 NEED-TO-KNOW A company began the current year with the following balances in its Stockholders’ Equity accounts. Common Stock- $10 par, 500 shares authorized, 200 shares issued and outstanding Paid-in capital in excess of par, Common Stock Retained earnings Total $2,000 1,000 5,000 $8,000 All outstanding common stock was issued for $15 per share when the company was created. Prepare journal entries to account for the following transactions during the current year. Jan. 10 Feb. 15 Mar. 31 May 1 Dec. 1 Dec. 31 P2 The board declared a $0.10 cash dividend per share to shareholders of record on Jan. 28. Paid the cash dividend declared on January 10. Declared a 20% stock dividend. The market value of the stock is $18 per share. Distributed the stock dividend declared on March 31. Declared a 40% stock dividend. The market value of the stock is $25 per share. Distributed the stock dividend declared on December 1. 28 NEED-TO-KNOW Common Stock- $10 par, 500 shares authorized, 200 shares issued and outstanding Paid-in capital in excess of par, Common Stock Retained earnings Total Jan. 10 Feb. 15 Mar. 31 May 1 Dec. 1 Dec. 31 The board declared a $0.10 cash dividend per share to shareholders of record on Jan. 28. Paid the cash dividend declared on January 10. Declared a 20% stock dividend. The market value of the stock is $18 per share. Distributed the stock dividend declared on March 31. Declared a 40% stock dividend. The market value of the stock is $25 per share. Distributed the stock dividend declared on December 1. Jan. 10 General Journal Retained earnings (200 shares x $0.10) Common dividend payable Jan. 28 No journal entry on the date of record Feb. 15 Common dividend payable Cash Mar. 31 May 1 P2 $2,000 1,000 5,000 $8,000 Debit 20 Credit 20 20 20 Retained earnings (200 shares x 20% = 40 shares x $18 mkt.) Common Stock dividend distributable (40 shares x $10 par) Paid-in Capital in excess of par value, Common Stock 720 Common Stock dividend distributable Common Stock, $10 par value 400 (40 shares x $10 par) (40 shares x $10 par) 400 320 400 29 NEED-TO-KNOW Common Stock- $10 par, 500 shares authorized, 200 shares issued and outstanding Paid-in capital in excess of par, Common Stock Retained earnings Total Jan. 10 Feb. 15 Mar. 31 May 1 Dec. 1 Dec. 31 The board declared a $0.10 cash dividend per share to shareholders of record Jan. 28. Paid the cash dividend declared on January 10. Declared a 20% stock dividend. The market value of the stock is $18 per share. Distributed the stock dividend declared on March 31. Declared a 40% stock dividend. The market value of the stock is $25 per share. Distributed the stock dividend declared on December 1. May 1 Dec. 1 Dec. 31 P2 $2,000 1,000 5,000 $8,000 General Journal Common Stock dividend distributable (40 shares x $10 par) Common Stock, $10 par value (40 shares x $10 par) Debit 400 Retained earnings (240 shares x 40% = 96 shares x $10 par) Common Stock dividend distributable (96 shares x $10 par) 960 Common Stock dividend distributable Common Stock, $10 par value 960 (96 shares x $10 par) (96 shares x $10 par) Credit 400 960 960 30 11-C2: Issuance of Preferred Stock 31 13 - 32 Preferred Stock A separate class of stock, typically having priority over common shares in . . . – Dividend distributions – Distribution of assets in case of liquidation Usually has a stated dividend rate C2 Normally has no voting rights 32 13 - 33 Preferred Stock Cumulative Dividends in arrears must be paid before dividends may be paid on common stock. (Normal case) vs. Noncumulative Undeclared dividends from current and prior years do not have to be paid in future years. Consider the following Stockholders’ Equity section of the Balance Sheet. The Board of Directors declares $5,000 of dividends in 2014. In 2015, the Board declared and paid cash dividends of $42,000. C2 Common stock, $50 par value; 4,000 shares authorized, issued and outstanding Preferred stock, 9%, $100 par value; 1,000 shares authorized, issued and outstanding Total Paid-In capital $ 200,000 100,000 $ 300,000 33 13 - 34 Preferred Stock C2 34 13 - 35 Preferred Stock Participating Dividends may exceed a stated amount once common stockholders receive a dividend equal to the preferred stated rate. vs. Nonparticipating Dividends are limited to a maximum amount each year. The maximum is usually the stated dividend rate. (Normal case) Reasons for Issuing Preferred Stock To raise capital without sacrificing control To boost the return earned by common stockholders through financial leverage To appeal to investors who may believe the common stock is too risky or that the expected return on common stock is too low C2 35 NEED-TO-KNOW A company’s outstanding stock consists of 80 shares of noncumulative 5% preferred stock with a $5 par value and also 200 shares of common stock with a $1 par value. During its first three years of operation, the corporation declared and paid the following total cash dividends: 20X1 20X2 20X3 Total Total $15 5 200 $220 Part 1. Determine the amount of dividends paid each year to each of the two classes of stockholders: preferred and common. Also compute the total dividends paid to each class for the three years. Annual preferred dividend Par value per preferred share Dividend % Dividend per preferred share Number of preferred shares Annual preferred dividend 20X1 20X2 20X3 Total C2 $5 5% $0.25 80 $20 Total Preferred Common $15 $15 $0 5 5 0 200 20 180 $220 $40 $180 36 NEED-TO-KNOW A company’s outstanding stock consists of 80 shares of noncumulative 5% preferred stock with a $5 par value and also 200 shares of common stock with a $1 par value. During its first three years of operation, the corporation declared and paid the following total cash dividends: Annual preferred dividend Par value per preferred share Dividend % Dividend per preferred share Number of preferred shares Annual preferred dividend $5 5% $0.25 80 $20 Part 2. Determine the amount of dividends paid each year to each of the two classes of stockholders assuming that the preferred stock is cumulative. Also determine the total dividends paid to each class for the three years combined. 20X1 20X2 20X3 Total C2 Total $15 5 200 $220 Preferred $15 5 40 $60 Arrears $5 20 0 Common $0 0 160 $160 37 11-P3: Treasury Stock 38 13 - 39 Treasury Stock Treasury stock represents shares of a company’s own stock that has been acquired. A corporation might acquire its own stock to: 1. Use its shares to buy other companies. 2. Avoid a hostile takeover. 3. Reissue to employees as compensation. 4. Support the market price. Corporations and Treasury Stock No Treasury Stock 38% P3 With Treasury Stock 62% 39 13 - 40 Purchasing Treasury Stock On May 1, Cyber, Inc. purchased 1,000 of its own shares of stock in the open market for $11.50 per share. May 1 Treasury Stock, Common Cash 11,500 11,500 Purchased 1,000 treasury shares at $11.50 per share Treasury stock is shown as a reduction in total stockholders’ equity on the balance sheet. P3 40 13 - 41 Selling Treasury Stock at Cost On May 21, Cyber sold 100 shares of its treasury stock for $11.50 per share. May 21 Cash 1,150 Treasury Stock, Common 1,150 Sold 100 shares of treasury for $11.50 per share. P3 41 13 - 42 Selling Treasury Stock Above Cost On June 3, Cyber, Inc. sold an additional 400 shares of its treasury stock for $12 per share. June 3 Cash 4,800 Treasury Stock, Common Paid-In Capital, Treasury Stock 4,600 200 Sold 400 treasury shares for $12 per share. Shares Per Share Total Sale 400 $ 12.00 $ 4,800 Cost 400 11.50 4,600 Paid-In Capital $ 200 P3 42 13 - 43 Selling Treasury Stock Below Cost On July 10, Cyber sold an additional 500 shares of its treasury stock for $10 per share. July 10 Cash 5,000 Paid-in Captial, Treasury Stock Retaine 200 550 Treasury Stock, Common 5,750 Sold 500 treasury shares for $10 per share. P3 Shares Per Share Total Cost 500 $ 11.50 $ 5,750 Sale 500 10.00 5,000 Difference $ 750 43 NEED-TO-KNOW A company began the current year with the following balances in its stockholders’ equity accounts. Common Stock - $10 par, 500 shares authorized, 200 shares issued and outstanding $2,000 Paid-in capital in excess of par, Common Stock 1,000 Retained earnings 5,000 Total $8,000 All outstanding common stock was issued for $15 per share when the company was created. Prepare journal entries to account for the following transactions during the current year. Jul. 1 Sep. 1 Dec. 1 P3 Purchased 30 shares of treasury stock at $20 per share. Sold 20 treasury shares at $26 cash per share. Sold the remaining 10 shares of treasury stock at $7 cash per share. 44 NEED-TO-KNOW Common Stock - $10 par, 500 shares authorized, 200 shares issued and outstanding $2,000 Paid-in capital in excess of par, Common Stock 1,000 Retained earnings 5,000 Total $8,000 Jul. 1 Sep. 1 Dec. 1 Purchased 30 shares of treasury stock at $20 per share. Sold 20 treasury shares at $26 cash per share. Sold the remaining 10 shares of treasury stock at $7 cash per share. Jul. 1 Sep. 1 Dec. 1 P3 Treasury Stock Cash General Journal (30 shares x $20 cost) Debit 600 Credit 600 Cash Treasury Stock Paid-in Capital, Treasury Stock (20 shares x $26) (20 shares x $20 cost) 520 Cash Paid-in Capital, Treasury Stock Retained Earnings Treasury Stock (10 shares x $7) (Available balance) 70 120 10 (10 shares x $20 cost) 400 120 200 45 11-C3: Statement of Retained Earnings 46 13 - 47 Statement of Retained Earnings Retained earnings is the total cumulative amount of reported net income less any net losses and dividends declared since the company started operating. Restricted Retained Earnings Legal Restriction Most states restrict the amount of treasury stock purchases to the amount of retained earnings. C3 Contractual Restriction Loan agreements can include restrictions on paying dividends below a certain amount of retained earnings. 47 13 - 48 Prior Period Adjustments Prior period adjustments are corrections of material errors in past years’ financial statements that result in a change in the beginning balance of retained earnings. C3 48 13 - 49 Statement of Stockholders’ Equity This is a more inclusive statement than the statement of retained earnings. C3 49 13 - 50 Stock Options The right to purchase common stock at a fixed price over a specified period of time. As the stock’s price rises above the fixed option price, the value of the option increases. Option purchase price $30 per share. Market price of stock $75 per share. Options are given to key employees to motivate them to: focus on company performance, take a long-run perspective, and remain with the company. C3 50 13 - 51 Global View U.S. GAAP and IFRS have similar procedures for issuing common stock at par, at a premium, at a discount, and for noncash assets. Accounting for and reporting cash dividends, stock dividends, and stock splits, are consistent under both U.S. GAAP and IFRS. Accounting for treasury stock is consistent under both U.S. GAAP and IFRS. Companies do not report gains or losses on transactions involving their own stock. Preferred stock that is redeemable at the option of the preferred stockholder is reported between liabilities and equity under U.S. GAAP, but it is reported as a liability under IFRS. Also, the issue price of convertible preferred stock (and bonds) is recorded entirely under preferred stock (or bonds) and none is assigned to the conversion feature under U.S. GAAP. However, IFRS requires that a portion of the issue price be allocated to the conversion feature when it exists.51 11-A1: Earnings Per Share 52 13 - 53 Earnings Per Share Earnings per share is one of the most widely cited accounting statistics. Basic earnings = per share A1 Net income - Preferred dividends Weighted-average common shares outstanding 53 11-A2: Price-Earnings Ratio 54 13 - 55 Price-Earnings Ratio This ratio reveals information about the stock market’s expectations for a company’s future growth in earnings, dividends, and opportunities. Price– earnings ratio A2 Market value (price) per share = Earnings per share 55 11-A3: Dividend Yield 56 13 - 57 Dividend Yield Tells us the annual amount of cash dividends distributed to common stockholders relative to the stock’s market price. Dividend yield A3 = Annual cash dividends per share Market value per share 57 11-A4: Book Value Per Share 58 13 - 59 Book Value per Common Share Reflects the amount of stockholders’ equity applicable to common shares on a per share basis. Stockholders’ equity applicable Book value per to common shares = common share Number of common shares outstanding A4 59 13 - 60 Book Value per Preferred Share Reflects the amount of stockholders’ equity applicable to preferred shares on a per share basis. Book value per = preferred share A4 Stockholders’ equity applicable to preferred shares Number of preferred shares outstanding 60 13 - 61 End of Chapter 11 61