Chapter 15 Organization and Operation of Corporations True / False Questions A limited liability company is a corporation for professionals such as lawyers and accountants. FALSE A corporation is a legal entity separate from its owners. TRUE Corporations can be either public or limited. FALSE A privately held corporation has a limited life because it is tied to the physical lives of its owners. FALSE Shares are attractive to investors because shareholders are not liable for the corporation's actions and debts and because shares are easily transferred. TRUE The income of a corporation is taxed twice, first as corporate income and then as personal income to shareholders who receive cash dividends. TRUE An underwriter keeps shareholder records and prepares official lists of shareholders and dividend payments. FALSE The shareholders can vote to pay themselves a dividend. FALSE 15-1 The statement of changes in equity for a corporation shows both how retained earnings and share capital have changed during the accounting period. TRUE Net incomes or losses are recorded in a share capital account. FALSE The equity of a corporation changes because of net income or losses, distributions of incomes (dividends) and shareholder investments. TRUE The two main areas of the equity section of a corporation's balance sheet are contributed capital and retained earnings. TRUE The equity section for the single proprietorship can be called owner's equity because the equity belongs to the owner. The equity section can be called shareholders' equity for a corporation because the equity belongs to a group of owners known as shareholders. TRUE Whether a business is organized as a corporation or as a proprietorship, the net income reported on the income statement will be the same. FALSE The main differences between net income reported by a proprietorship and a corporation are income tax expense and salaries paid to owners. TRUE Authorized shares are the total number of shares outstanding. FALSE When a corporation sells shares directly, it pays a brokerage house to issue the shares. FALSE A corporation can issue two general types of shares: common and preferred. TRUE 15-2 Common shares usually carry a preference for dividends. FALSE Special rights for preferred shares may include a preference in receiving dividends and in the distribution of assets if the corporation is liquidated. TRUE One of the preference rights for preferred shares is the right to vote. FALSE Cumulative preferred shares carry the right to be paid both current and all prior periods' unpaid dividends before any dividends are paid to common shareholders. TRUE Shares are most commonly issued for cash. TRUE Organization costs may be paid for by giving shares to promoters of a corporation in exchange for their services in organizing the corporation. TRUE Corporations issue preferred shares in order to raise capital without sacrificing control of the corporation and to increase the return earned by common shareholders. TRUE The use of preferred shares to increase return to common shareholders is an example of financial leverage. TRUE When preferred shares are issued, this will always cause an increase in the future return to common shareholders. FALSE Preferred shares are seen by some investors as being less risky and having a greater dividend rate than common shares. TRUE 15-3 When issuing common shares the initial investment is credited to Common Shares. TRUE Unpaid preferred dividends are called dividends in arrears. TRUE The date of record is the date the directors vote to pay a dividend to shareholders. FALSE The declaration of cash dividends reduces retained earnings. TRUE Dividends represent the distribution of profits to the shareholders of a corporation. TRUE Dividends represent the distribution of profits to the managers of a corporation. FALSE Cumulative preferred shares have the right to be paid both current and prior periods' unpaid dividends before any dividend is paid to common shareholders. TRUE Callable preferred shares give the shareholders the option of exchanging their preferred shares into common shares at a specified rate. FALSE Multiple Choice Questions The costs of bringing a corporation into existence, including legal fees, promoters' fees, and amounts paid to the government are called: A. Minimum legal capital. B. Contributed capital. C. Organization costs. D. Financial leverage. E. Prepaid expenses. 15-4 A proxy is: A. A legal document that gives an agent of a shareholder the power to exercise the voting rights of that shareholder's shares. B. A contractual commitment by an investor to purchase unissued shares and become a shareholder. C. An amount of assets defined by law that shareholders must invest and leave invested in a corporation. D. The right of common shareholders to protect their proportionate interests in a corporation by having the first opportunity to purchase additional shares of common shares issued by the corporation. E. An arbitrary value a corporation places on each of the corporation's shares. Buying shares in a corporation is attractive to investors because: A. Shareholders are not liable for the corporation's actions and debts. B. Shares are easily transferred. C. A corporation has unlimited life. D. Shareholders are not agents of the corporation. E. All of these answers are correct. The category of equity for a corporation which represents the cumulative net incomes less losses and dividends is called: A. Contributed capital. B. Preferred shares. C. Retained earnings. D. Financial leverage. E. The income statement. When a corporation issues only one class of shares they are: A. Special shares. B. Preferred shares. C. Common shares. D. Private shares. E. Public shares. The financial statement that shows the changes to a corporation's contributed capital is called: A. Balance Sheet B. Statement of Changes in Equity C. Income Statement D. Statement of Contributed Capital E. None of these answers is correct. 15-5 The accounting equation for a corporation is: A. Assets = Equity + Liabilities B. Assets - Liabilities = Equity C. Assets = Liabilities + Equity D. All of these answers are correct The right of common shareholders to protect their proportionate interest in a corporation by having the first opportunity to buy additional shares of common shares issued by the corporation is called: A. Preemptive right. B. Proxy. C. Right to call. D. Financial leverage. E. Voting right. Common shares: A. Represent residual equity in a corporation. B. Always represent total contributed capital. C. Allow shareholders to bind the corporation to contracts because they share in ownership. D. Make shareholders liable for acts of the corporation because they share in ownership. E. Are usually redeemable. The total amount of shares that a corporation's charter allows it to issue is: A. Authorized. B. Issued. C. Outstanding. D. Common. E. Preferred. The total amount of cash and other assets received by a corporation from its shareholders in exchange for common shares is included in: A. Organization costs. B. Private held shares. C. Contributed capital. D. Retained earnings. E. Equity. 15-6 Legal costs incurred to get a corporation up and running should be accounted for by debiting: A. Retained earnings. B. Share capital. C. Organization costs. D. Cash. E. Common shares. If a corporation that has only one class of shares, or if there is more than one class, the class that has no preference over the other classes of shares, is: A. Preferred shares. B. Common shares. C. Convertible preferred shares. D. Cumulative preferred shares. E. Participating preferred shares. Owners of preferred shares often do not have: A. Ownership rights to assets of the corporation. B. Voting rights. C. Preference to dividends. D. The right to sell their shares. E. Rights in liquidation. A dividend preference for preferred shares means: A. Preferred shareholders are allocated their dividends before any dividends are allocated to common shareholders. B. That preferred shareholders are guaranteed dividends. C. That dividends are paid quarterly. D. That only preferred shareholders will receive dividends. E. All of these answers are correct. Preferred shares may be issued instead of common shares: A. To increase financial leverage. B. To prevent dilution of voting ownership. C. To appeal to investors who believe that common shares are too risky. D. To increase the return earned by common shareholders. E. All of these answers are correct. All of the following are given as possible motivations for a corporation to issue preferred shares except: A. Raise capital with sacrificing voting control. B. Increase the return of common shareholders. C. Appeal to investors who do not want to invest in common shares. D. If the preferred shares are convertible, they are more attractive to potential investors. E. Preferred dividends are paid before common dividends. 15-7 The payment of a dividend will reduce the following two accounts: A. Common shares and cash B. Cash and dividends payable. C. Equity and retained earnings. D. Retained earnings and dividends payable E. Equity and cash The date a board of directors votes to pay a dividend is: A. The date of the annual shareholders meeting. B. The date of declaration. C. The date of record. D. The date of payment. E. The liquidating date. Preferred shares that give the shareholders the option of exchanging their preferred shares for common shares at a specified rate are known as: A. Participating preferred shares. B. Callable preferred shares. C. Cumulative preferred shares. D. Convertible preferred shares. E. Noncumulative preferred shares. A preferred share on which the right to receive dividends is lost for any year that the dividends are not declared is a: A. Participating preferred share. B. Callable preferred share. C. Cumulative preferred share. D. Convertible preferred share. E. Noncumulative preferred share. 15-8 Preferred shares that the issuing corporation, at its option, may retire by paying a specified amount to the preferred shareholders plus any dividends in arrears are called: A. Convertible preferred shares. B. Callable preferred shares. C. Private shares. D. Cumulative preferred shares. E. Participating preferred shares. Matching Questions Match each of the following terms with the appropriate definition. 1. Organization costs 2. Noncumulative preferred shares 3. Authorized shares 4. Callable preferred shares 5. Preemptive right 6. Common shares 7. Convertible preferred shares 8. Par value The total amount of shares that a corporation's charter authorizes it to sell. Preferred shares that the issuing corporation, at its option, may retire by paying a specified amount to the preferred shareholder plus any dividends in arrears. Preferred shares that give holders the option of exchanging their preferred shares into common shares at a specified rate. A preferred share on which the right to receive dividends is lost for any year that the dividends are not declared. Shares of a corporation that has only one class of share. The costs of bringing a corporation into existence, including legal fees, promoters' fees, and amounts paid to the government to secure the charter. An arbitrary value a corporation places on each of the corporation's shares. The right of common shareholders to protect their proportionate interest in a corporation by having the first opportunity to buy additional common shares issued by the corporation. 15-9 3 4 7 2 6 1 8 5 Match each of the following terms with the appropriate definition. 1. Convertible preferred shares The amount that must be paid to call and retire a preferred share. Preferred shares on which undeclared dividends accumulate until they are paid; common shareholders cannot receive a dividend until all cumulative dividends have been 2. Call price paid. Achieving an increased return on common shares by paying dividends on preferred shares or interest on debt at a rate that is less than the rate of return earned with the assets 3. Equity invested in the corporation by the preferred shareholders or financing creditors. 4. Preferred share The price at which shares are bought or sold. 5. Deficit Obtaining capital, or money, by issuing shares. Shares that give owners a priority status over common 6. Cumulative shareholders in one or more ways, such as the payment of preferred shares dividends or the distribution of assets on liquidation. 7. Financial Arises when a corporation has a debit (abnormal) balance leverage in retained earnings. Preferred shares that give shareholders the option of 8. Market value exchanging their preferred shares for common shares at a per share specified rate. The total amount of cash and other assets received by the 9. Contributed corporation from its shareholders in exchange for common capital and/or preferred shares. 15-10 2 6 7 8 3 4 5 1 9