Planning Motivation Control

How to find equity capital. Share capital: structure, formation and management. B. Reflection of accounting data in financial statements

The share capital is net price enterprises, in other words, what will remain if all financial loans and investments are given by the enterprise. The remaining amount gives us the opportunity to present the share of the enterprise that is owned by its shareholders, the investment system using ordinary and additional shares, etc.

Share capital - monetary (financial) position joint stock company, which is formed due to the fact that a number of personal financial capitals are combined into one in order to attract investors, for this, the procedure for selling shares and bonds is applied.

The joint-stock form of capital contributes to the creation of a production system that is required by a joint-stock company. As a rule, investors tend to buy shares only from high performing companies that have high rates of income and pay large dividends to their shareholders. Usually these are the firms that are popular in the market for products / services.

Joint-stock companies are of two types: open and closed. Open joint stock companies are those companies in which shares are distributed without any restrictions for all interested investors. Closed joint stock companies - in which shares are placed only in the group of founders. Closed companies form the primary securities market.

The share capital of the organization is formed either at the expense of funds that were directly invested in the business project by investors, or at the expense of profits that were raised by the organization and re-invested in the business project.

Share capital is the “equity” (or “net worth”) of the organization.

There are three types of share capital:

  • fixed capital is a share of capital that is used in the production process and which transfers its value to the released product in parts, its price is fixed in the statutory documentation of the company;
  • subscribed capital - these are shares that were issued by a joint-stock company in a certain time period and for the purchase of which the investors agreed and subscribed;
  • Paid-in capital is a specified share of the authorized capital, which is expressed in the value of all acquired shares.

Equity capital can be viewed from two points of view:

1) capital for production- industrial premises, warehouse buildings, technical equipment;

2) securities- stocks and bonds of the company, which serve as the main confirmation that the organization has a certain amount financial resources.

In accordance with the legislation, the capital of a joint-stock company is formed from the aggregate of the initial value of the company's shares that were acquired by investors.

In order for a joint-stock company to withstand competition in the market and guarantee and defend the positions of its investors, the amount of financial resources that the company of shareholders can use in the course of its activities is established with the help of the authorized capital.

What is the structure of the share capital

An important interest from the point of view of the sources of creation and the role in the activities of the joint stock company is the structural component of the share capital. It is formed from five elements.

1. Share capital

Expressed in the initial price of the distributed shares, it represents the financial basis, the property base for the further activities of the joint-stock company.

When forming a joint-stock company, using the personal funds of its founders, which form a joint-stock authorized capital, the main assets of production are bought.

2. Additional capital

The second component of the capital of a joint stock company is additional capital. It is created under the influence of demotion financial value the company as a result of the revaluation procedure, donated property from individuals and legal entities, profit from the sale of shares using the difference between the original price and the price at which the shares were sold, free transfer of the company's personal property to other persons. At the same time, the change in the volume of the components of the additional capital is interconnected with an increase or decrease in the volume of the authorized capital of the joint-stock company.

So, the result of the revaluation of the company's financial value is changed by a proportional amount and the authorized capital of the joint-stock company. By the percentage of changes, either the initial price of the placed shares is increased (decreased), or an additional procedure for the issue of shares is carried out on the basis of the revaluation result, which is distributed among the participants of the joint-stock company in proportion to their parts in authorized capital.

3. Reserve capital

It is created on the basis of the company's net profit and is used for specific purposes: compensation for unprofitable operations of the company, absorption of bonds of a joint-stock company, acquisition of shares of a joint-stock company. In accordance with the Federal Law Russian Federation"On Joint Stock Companies" the volume of the company's reserve fund cannot be lower than 15% of the authorized capital of the joint stock company, and the maximum volume of the reserve capital varies from 10% to 40%.

4. Retained earnings

It is one of the components of equity capital, which is the main source of financial development companies. The authorized capital increases when a positive assessment of the investment project is given, which has a reference to the use of retained earnings. Within the framework of such a project, an issue is announced, and the initial price of the placed shares is included in the authorized capital of the company.

Retained earnings can be invested in fixed assets, held in cash balances or tradable in the securities market, used to finance takeovers of other firms, to roll over loans to customers, to pay off loans, or to increase liquid assets. Compared to raising new capital by borrowing or issuing shares, retaining some of the profits is an alternative and simpler method of financing.

5. Foundations special purpose and targeted funding

Created by relying on financial profit companies, shareholders' funds and other sources. The main task of such funds is to carry out the technical and social development of the joint stock company.

For example, a savings fund is spent on improving technical equipment, increasing existing industrial premises, expanding the range of products, conducting research works etc.

And the financial resources of the fund social development are used to maintain a positive social atmosphere in the company.

What is the share capital

Since the company is called a joint stock company, it is logical that its authorized capital consists of shares that were purchased by the participants of this company.

Stock Is a registered security that states the following points:

  • the right of its owner to receive a share of the profit of the joint-stock company in the form of dividends;
  • the right to participate in the management of this company of shareholders;
  • the right to a share of the ownership of the company, which remains after its reorganization.

A share has one very important advantage - in a relatively short time period it is able to concentrate large capital without obligations to return it. For this security, this can be called the main plus in the field of investment.

The law establishes the issue of exclusively registered shares, but there is also a group of bearer shares issued under the condition of a certain ratio to the volume of the company's fixed capital in accordance with the adopted regulatory indicators of the Federal Financial Markets Service.

The subject of the rights for a registered share is the participant of the joint-stock company registered in it - the full name of the shareholder or the name of the organization is written in the form when the share is sold. In this regard, in order to exercise the rights provided for by this promotion, it is required to provide information about its owner. This information is recorded in the database of the participants of the joint-stock company. Such organizations are required by law to maintain a register of shareholders.

Documented shares are securities issued by a share certificate made in accordance with the requirements State Commission on securities and stock market.

Shares in uncertified form - securities issued by a global certificate, which indicates the total volume of the registered issue of shares. It must be kept in a depository chosen by the joint stock company. The main difference between these two forms of shares is the amount of rights presented to their owners.

Shares are issued by public and private shareholder companies. The status of shares as securities, depending on the type of joint-stock company, remains unchanged, but there are also similarities and differences in the circulation of shares of JSC and CJSC:

  1. stock open society shareholders freely circulate in the secondary market, but shares of a closed company are issued outside the framework of this company only if its participants do not show a desire to buy them;
  2. members of a closed company of shareholders have the advantage of the right to purchase shares that other members of the company wish to sell, at the value announced by another person;
  3. shares of an open company can be made public both by a secret subscription and by an open one;
  4. the smallest volume of shares that a company can issue is 1 share, in a situation where the main organization is wholly sponsored by one owner, respectively, and becomes the sole owner of the shares. A situation is likely when the entire volume of shares was bought out by one person, and their conversion was subsequently carried out;
  5. the largest volume of shares issued by a company of shareholders is not regulated by anything;
  6. a share is a perpetual type of securities that does not have a specific maturity period;
  7. the rights to one share, which it accordingly grants, cannot be divided between a group of its owners, such shareholders are single owners;
  8. the lowest initial price of a share cannot be limited to anything, the most popular are shares of 1000, 10 thousand rubles, 100 thousand rubles. and above, the issuance of shares with a par value of more than 100 thousand rubles., as a rule, is carried out for legal entities;
  9. you should see the difference in two concepts - the share itself and the share certificate. A certificate is a personal certificate confirming the ownership of a certain amount of shares of the person indicated in it.

nominal cost all standard stocks must be set at the same level. In addition to distributing standard shares, a joint stock company has the right to distribute one or more types of preferred shares. The initial price of the placed preferred shares must not exceed 25% of the company's share capital. Such information is specified in Article 25 of the Federal Law "On Joint Stock Companies".

When creating a joint-stock company, the entire volume of its shares must be divided between its founders, since all of them must be registered.

Fractional share gives its owner the rights that are provided by the share of this type in the amount corresponding to a share of the whole share. For the procedure for displaying the full volume of distributed shares in the charter of a joint-stock company, all sold fractional shares are summed up, but in a situation where this summation results in a non-integer number, in the charter of a joint-stock company, the volume of shares is fixed as a fractional number.

The Charter of the company must define the volume, the initial price of the shares purchased by the members of the joint-stock company, and the rights that the sold shares provide. The shares purchased and redeemed by the joint-stock company, as well as the shares owned by the joint-stock company, are placed until their redemption.

The charter of a joint-stock company may establish the volume, initial price, types of shares that the company has the right to distribute in addition to the existing placed shares, and the rights that these shares provide.

The decision to enter into the charter of a joint-stock company of additions and / or amendments related to the provisions on declared shares is made only by the full meeting of participants in the joint-stock company of the enterprise.

How share capital is formed

A joint-stock company, by creating an authorized capital, combines the financial capitals of each contributor (investor) for implementation commercial activities in large volumes. This procedure is carried out by placing its shares, the sum of the processes of which is usually called the issue.

The procedure for issuing shares is controlled by state laws. The issue of shares can be both during the creation of an ordinary joint-stock company, and in the course of its work, when it becomes necessary to increase the volume of the authorized capital.

The issue of shares is usually carried out by attracting underwriters Are specialized staff of the stock market.

The underwriter, by agreement with the issuer, assumes a number of responsibilities for the creation and placement of securities for a fee. He is engaged in servicing all stages of the issue, such as: its argumentation, selection of criteria, preparation of the necessary package of documents, passing the registration procedure with state bodies, placement in the circle of depositors.

The joint stock company issues shares for the first time when it was founded. In the future, throughout its development, it repeatedly turns to issue of shares as the volume of the company's activities increases. Depending on what time the issue of shares takes place, emission can be primary and secondary.

The initial issue of shares can be carried out either when a joint-stock company is created, or at the moment when a certain type of shares is issued for the first time. For example, an emerging joint stock company creates its first shares. This may include a situation when a joint-stock company, up to this point issuing only ordinary shares, decided to issue for the first time, for example, its bonds convertible into shares. Secondary issue - the second and all subsequent editions of any type of shares.

The issue of shares can be carried out in three ways.

  1. Distribution of shares- their distribution among a predetermined group of persons without signing a purchase and sale agreement. Issuance by distribution is only relevant for stocks and not for equity-convertible bonds. This method can be used in the procedure for creating a joint-stock company or when distributing them among its co-owners (for example, when paying dividends in shares).
  2. Subscription- distribution of shares by signing a purchase and sale agreement. It can be of two types: open or closed. Private subscription is the distribution of shares in the circle of a well-known group of depositors. Public subscription - distribution of shares to an unrestricted group of contributors on the basis of general publicity.
  3. Conversion- distribution of a specific type of security by exchanging it for another type of security on a pre-agreed basis.

The main regulatory documents that regulate the emission process, we can name the following:

  • Federal Law of the Russian Federation "On Joint Stock Companies" (1995);
  • Federal Law of the Russian Federation "On the Securities Market" (1996);
  • Federal Law of the Russian Federation "On the Protection of the Rights and Legal Interests of Investors in the Securities Market" (1999);
  • Bank of Russia Instruction No. 148-I dated December 27, 2013 “On the Procedure for Issuing Securities by Credit Institutions in the Territory of the Russian Federation”.

The procedure for issuing shares consists of the following main stages:

  • approval of the decision on the creation of shares;
  • state registration of the publication of shares;
  • issue of share certificates (if they are issued in the form of a document);
  • distribution of shares;
  • the procedure for registering reporting documents on the results of the creation of shares;
  • correction of the charter of the company of shareholders.

If the distribution of shares is carried out in a group of investors that exceeds 500 investors in number, and (or) if the size of the issue is more than fifty minimum wages, then this process includes the following additional points:

  • the registration procedure for the prospectus;
  • disclosure of data specified in the prospectus;
  • disclosure of the data specified in the reporting documentation on the results of the issue of shares.

Decision to issue shares approved on the basis of a decision on their placement. The decision to issue securities of a business entity is approved by the board of directors (supervisory board) or the body performing the functions of the board of directors (supervisory board) of this business entity. The decision to issue securities of legal entities of other organizational and legal forms is signed supreme body management and must be approved no later than six months from the date of the decision on their placement.

The decision to issue shares is recorded in an appropriate document, which must contain the following information:

  • type of the issued share, its category and type, indicators;
  • form of publication (documentary or non-documentary);
  • storage form (individual or centralized storage);
  • original share price;
  • list of shareholder rights;
  • the volume of issued shares;
  • procedure for the distribution of shares: the method by which the distribution of shares will be carried out, the cost and rules for its establishment, the method of payment when purchasing shares, etc.

The issuer has the right to fix in the decision on the issue of shares restrictions related to the volume of shares or their initial price, which may theoretically be owned by one shareholder, and to the purchase of its shares by investors who do not have state registration in Russia.

If we are talking about a closed subscription, then the decision on the issue of shares fixes a group of investors, within which they will be distributed.

If we are talking about the distribution of shares among the participants of the shareholders' meeting, then the source is prescribed, with the help of which the expansion of the authorized capital of the company is carried out.

A prerequisite for the registration of the issue is the development of a prospectus for the issue of shares... A Prospectus for the issue of shares is a type of document in the form adopted at the legislative level, which includes information about the issuer, the state of financial affairs of his company and the forthcoming issue of shares.

This document is divided into five sections.

  • Section A - issuer data

Information about the issuer is decrypted as follows: the name of the issuer is indicated (in the case of a newly formed issuer, the names and names of the founders are indicated), its legal address (and full information about the branches, if any), data on the state registration of the issuer are given, the governing bodies of the issuer are described in detail (including the shares of managers in the authorized capital of the issuer and up to the track record of managers over the past five years). If the issuer is an existing organization at the time of the issue and, for example, is transformed into a joint stock company, then an additional list of all legal entities in which the issuer owns more than 5% of the authorized capital is provided, and information on persons holding at least 5% of the authorized capital is provided. issuer.

  • Section B - data on the financial position of the issuer

Annual financial statements are submitted in standard forms and in volume in accordance with the requirements of the Ministry of Finance of the Russian Federation for three completed financial years preceding the date of approval of the decision on the issue of securities, or for each completed financial year from the moment of formation, if the issuer carries out its activities for less than three years, certified by an independent auditor.

  • Section B - information on previous issues of securities

This item includes information on previous share issues in full decoding. It must correspond to the data recorded in the decision on the issue of shares. Also, the deadline for the start and completion of their distribution, the state body that carries out the registration procedure, is prescribed.

  • Section D - information about placed shares

This section contains information about the re-issued share. It duplicates the information specified in the decision on the issue of shares, contains information on restrictions on the issue, if not distributed, the issue of shares will be recognized as unfulfilled. It also contains the procedure for preserving and recording rights to the issued share.

If the underwriter is involved in the distribution of shares, then information about him and about the existing agreement with him is indicated.

This paragraph displays the use of distribution tools and the specifics of the procedure for taxing profits on them.

  • Section D - Additional Information

This section includes data that the issuer wishes to disclose to potential shareholders. For example, he prescribes a number of restrictions on the circulation of shares, the main points for the sale of shares, etc.

Share capital and state registration of shares

All equity securities (all issues of shares or bonds) must go through the state registration procedure.

The registration process with government agencies contains the approval:

  • decisions to create a security;
  • a securities prospectus in the situation where the creation of securities requires its formation;
  • forms of securities.

The state documentation contains a time period during which the issuer is obliged to submit securities for registration. It is one month in the following situations:

  • state registration of the issuer as a legal entity, when the division of shares among the owners of the company is carried out; within one month after personal registration the issuer is obliged to register the issue of its shares;
  • when convertible shares or bonds are created by an open joint stock company.

In all situations, the documentation for the state registration procedure must be submitted within 3 months from the date of approval of the decision.

A list of documents is legally formed, which is required to undergo the state registration procedure, as well as the grounds for refusing registration. The state body that carries out registration, conducts it or makes a reasoned decision to refuse state registration within one month from the date the issuer submits a package of documents for state registration.

Reasons for refusing state registration may be the issuer's failure to comply with the provisions of the legislation on the creation and circulation of securities, the provision of an incomplete package of documents for registration, submission of false information about oneself, untimely payment of the required taxes related to the issue process.

The registering state body is responsible only for the extent to which the data contained in the decision on the creation and the prospectus are indicated, but not for their veracity (the issuer is responsible for it).

Before passing the state registration, it is prohibited to carry out any actions for the placement of shares, including their advertising campaigns or any other transactions.

After the issuance of the state registration number, the issuer in the situation of a documentary issue is obliged to prepare the securities themselves for sale. Forms of securities are issued by printing houses on the basis of licenses issued by the Ministry of Finance, and must have a set number of levels of protection against counterfeiting. As a rule, printing houses do not issue forms of securities themselves, but forms of certificates, which are evidence of the possession of a certain number of percent of shares. These forms are filled in by the issuer as they are sold on stock market.

How equity capital is managed

Equity management - it is the sum of directed actions to increase or decrease the volume own funds organizations or their components, aimed at optimizing the investment system, the cost of capital or the formation of shareholder value.

In the field of management of the share capital of the enterprise, depending on the changes, they distinguish three main areas.

1. Increase in share capital

In the course of economic activity, the property of a joint-stock company can change both upward and downward. These fluctuations can have a positive or negative impact on the authorized capital of a joint-stock company as one of the components of the company's property.

A likely method of attracting investment in a situation where an organization needs long-term investment is debt or equity financing. Several instruments combine the criteria for both types of financing, and together they create a blended finance group.

Equity financing, in contrast to debt financing, implies a high level of openness of the organization, which can become a reason for attacks from competitors. Such concerns stop the owners of firms from using this method of financing, which is expressed, for example, in a small percentage of shares that the owners agree to release for free use.

Issuer's options and warrants, aimed at motivating interest in the effective development and growth of the organization, can be called special tools for managing the share capital.

An issuer's option is an equity security that fixes the right of its owner to purchase within the time period specified in it and / or upon the occurrence of the specified number of shares of the issuer of this option at the value fixed in the option. This option is a registered security. The cost of placing shares in compliance with all requirements for options is calculated in relation to the value specified in this option.

Warrant is a US call option written out by the issuer on its own securities. An example would be stocks. A warrant differs from an issuer's option by the time period of its circulation. Abroad, a warrant is one of the most important tools in the fight against hostile takeovers.

2. Decrease in share capital

As in the situation with an increase in the volume of share capital, its reduction can be carried out by reducing the share of the company's authorized capital.

At the same time, the amount of the authorized capital can be reduced by:

  • reduction of the par share price;
  • decrease in the number of shares.

3. Change in the structure of share capital

Changes in the structure of share capital as a process of capital management do not entail changes in the overall volume of this capital, but are aimed at a significant change in its internal components. The tools for systematizing the company's share capital are consolidation and segmentation of shares, decisions on which are made exclusively at the meeting of all shareholders of the organization.

Stock segmentation is the process of converting one stock into a series of smaller stocks of the same category or type. Following the conversion, the volume of new shares owned by shareholders is calculated using the split ratio.

Share split as a management tool for equity capital is needed both to streamline trading and computing processes and to facilitate the consolidation of business projects. First, high-value shares pose a serious risk to the investor, since they often have a high level of volatility in value. Secondly, with a strong spread in the value of shares of organizations, it is impossible to carry out accurate calculations on the process of valuation of shares. Therefore, splitting expensive shares will greatly simplify the process of consolidating a business project in the field of forming a single share.

Consolidation of shares is a conversion procedure in which a number of shares are combined into a group of the same type. As with the share segmentation process, a special computational metric is required to calculate the exact number of shares owned by shareholders. For this process, this indicator is called the reverse crushing ratio.

In the context of a pooling of shares, the main task of this process is to increase the investment attractiveness of the paper for investors who are afraid of devalued securities. And in this situation, the combination of shares can affect the creation of a more positive opinion among investors regarding the share capital of the organization.

The synthesis of segmentation and consolidation of shares can be considered as another tool for managing equity capital.

What is the cost of equity capital

Share capital cost(cost of equity) of the organization is equal to the return that the investor expects by investing funds in the firm's assets. It is quite difficult to calculate the estimated profitability of a stock, since it is formed from two components:

  • future dividends,
  • the expected increase in the value of the shares.

Dividends are much easier to predict, but it is almost impossible to predict the upcoming share price appreciation with any satisfactory accuracy. Theoretical models are used to calculate the estimated return, or the price of a company's share capital.

The most popular method for determining the value of equity capital is the financial asset valuation model.(Capital Asset Pricing Model).

A typical calculation of a financial asset pricing model reflects the interaction between risk and perceived return:

ra = rf +β a (rm - rf),

where rf is the risk-free rate, βa is the beta value of the security (the ratio of its risk to risk in the market in general), rm is the expected return, (rm - rf) is the exchange premium.

The starting point for this model is the risk-free rate. This is usually the yield on ten-year government bonds. To it are added payments to depositors in the role of compensation for the additional risk to which they are forced to agree. It includes the estimated return from the market in total minus the risk-free rate of return. Risk incentives are multiplied by the metric that Sharpe called beta.

The only measure of risk in this model is the β-index. It determines the relative volatility, that is, it indicates how much the value of a particular stock changes relative to the stock market in general. This index is calculated using a statistical study of the individual daily rate of return of a stock in relation to the daily rate of return of the stock market during the same time period.

Beta reflects the amount of compensation that must be paid to depositors for the additional risk.

Using this index, it is rather difficult to predict how specific stocks will perceive fluctuations in the stock market. Investors can generally conclude that stocks with a high beta will fluctuate more intensely than the market as a whole, and those with a low beta will fluctuate less intensely.

It has great importance for people who manage funds, as they will not want to save money if they feel the market is falling. In this situation, they are only able to hold those stocks that have a low β-index. Investors can create a portfolio of stocks based on their personal requirements for profitability and risk.

The financial asset pricing model has fueled the rise in the use of indexing to create a portfolio of stocks that mimics a specific market by those looking to minimize risk. This is largely due to the fact that, based on this model, it is possible to obtain greater profitability than in the market, in general, by committing an even higher risk.

CAPM cannot be called in any way perfect model... But it helps investors figure out how much income they are entitled to receive for risking their personal financial capital.

How to calculate your return on equity

Return on Equity(English Return On Equity (ROE)) - the aggregate of net profit, which is expressed as a percentage in relation to the amount of the share capital. Payback indicator of own financial capital is a criterion of the company's profitability, demonstrating what profit the organization brings in relation to the total financial resources invested by shareholders.

ROE is written as a percentage and is calculated using the following formula:

where Net Income is net income;

Shareholder "s Equity - the amount of the share capital.

Net income is indicated for a fixed time period - for the whole financial year (its value is prescribed before the process of paying dividends to the owners of ordinary shares, but after the deductions to the owners of preferred shares). The share capital does not contain any preferred shares.

On practice there are several varieties of this formula that depositors use.

  1. Investors who need to track return on common stock change the above formula by subtracting preferred dividends from net income and subtracting a percentage of those shares from the company's total share capital. In this situation, the formula will look like this:

where ROCE is the return on common equity;

Net Income - net income;

Preferred Dividends - a set of dividends on all preferred shares;

Common Equity is the sum of the common share capital.

  1. The return on share capital can be calculated as follows: net income divided by the average share capital of the company. This value is calculated as the arithmetic average of the share capital at the beginning and end of the financial year.
  2. Investors can also calculate changes in return on equity over a specific time period. First, the amount of equity at the beginning of the period is taken and then the return on equity at the end of the period is calculated. The calculation of the return on capital at the beginning and end of the period provides the investor with the opportunity to track changes in the return on equity.

Also, this term can be translated as "income on equity" (RONW).

How employees can participate in share capital

The most diverse innovations in the field of financial incentives in recent times were reflected in the formation of systems for personnel participation in share capital organizations that help motivate employees more. This is embodied with the help of a stronger "tie" of the company's employees to the results of the organization's work, creating a sense of complicity and involvement in the work process.

The participation of employees in profits is carried out in the form of transfers to the “employee unions” of a percentage of the income of the current year with the use of a preferential tax regime... Personnel ownership is formed by investing funds in manufacturing process on special conditions of savings from salary payments. The length of service required for participation in the share capital is established for a period of one year.

Profit sharing has urgent and deferred plans:

  • urgent plans - transfers are made urgently from the income of the current year and are deducted immediately after the results of the production activity are calculated;
  • deferred plans - employees of the organization are deducted the corresponding payments with an increase in the interest rate (as a rule, this occurs before retirement).

Deferred participation forms labor unions (foundations) that can benefit from tax incentives. There are also preferential regimes for the provision of shares. Investments by employees in monopolistic associations are exempt from taxes for the entire period of blocking. The sale of shares is carried out at a 10% discount from the exchange rate.

Expert opinion

It is worth offering shares to employees only if the business is stable.

Vladimir Yakovlev,

chairman of the board of directors and owner of the company "Absolute", Arkhangelsk

At the time when I was working in the bank, we offered shares to middle managers. Each manager received a 3% stake in our bank and became a minority shareholder in the bank. The totality of all the shares received by the managers was such that even if they were combined, the managers did not have the right to influence the adoption of any decisions.

At the beginning of this process, the situation was quite successful: the owners of the shares performed their labor duties much more thoroughly than the rest of the employees, remained outside of working hours, took the formation of documentation more seriously, and tried to maintain a high level of service for the bank's clients. A problematic situation arose when the first co-owner wanted to resign from his post and sell his shares. In a joint-stock company of our type (closed), the other co-owners of the bank have an advantage in the buyback of shares, that is, in our situation, these are personnel, and the board of directors must set the value of the shares and approve the purchase. But to collect all directors because of such a small amount seemed frivolous to us. In this regard, the shares could not be sold. As a result, the entire staff became aware of this little issue and the equity involvement lost its effectiveness. The bank employees no longer took the shares seriously, because, possessing them, the manager could not do anything with them. The bank was later closed and the staff never received their dividends.

Based on my experience, I can argue that it is worth offering shares to employees of the company only if your business project is stable, if you have a clear plan for its development and if you have formulated indicators for assessing the contribution of staff to the final result of the company. The minority shareholder must clearly understand what he is working for and what individual results he must achieve in order to increase profits. If you offer options instead of shares, then the agreement must specify how long an employee is obliged to work in your company after purchasing shares, what happens in the situation of his dismissal or leaving for a competing firm, on what conditions the company will be able to acquire these shares.

Expert opinion

Gave half of the shares to irreplaceable employees to keep them in the company

Anton Borush,

Executive Director company "Aykudemi", Moscow

Our organization creates software for printing equipment. Our company employs fifteen programmers - exceptional professionals with extensive experience in this field. Employees are very valuable, and under no circumstances do we want to lose them.

The minimum wage for such a programmer is 80 thousand rubles, but the likelihood that he will move to work from us to another company is at high level, since such personnel are very much in demand in the labor market. In addition to the fact that there are problems with the retention of such personnel, serious difficulties arise in the process of monitoring labor activity these employees, as this requires special knowledge and skills.

To make the staff work more efficiently, we made 10 developers co-owners of our company. All programmers are listed in the company as part of the consortium. 50% of the company's shares were divided between them, while each programmer could get no more than 10% of the shares, and the specific percentage directly depended on his individual contribution to the company's success. In order to participate in the share capital, it was necessary to fulfill one condition - to provide a 100% result within a specified time period, without delays or delays.

As a result, we were able to retain valuable personnel in our company and increase the effectiveness of their activities: the speed of creation and release of collateral doubled. One of the developers quit, but nevertheless he is still a co-owner of the shares and continues to help the firm. Based on the results of 2012, the first payment of dividends took place - 10 million rubles were distributed among 10 programmers in accordance with their shares of the share capital.

Information about experts

Vladimir Yakovlev, chairman of the board of directors and owner of the company "Absolute", Arkhangelsk. LLC "Absolute". Field of activity: repair and construction work. Number of staff: 40. Profit growth: three times (for the first half of 2012 compared to the same period in 2011).

Anton Borush, executive director of "Aykudemi" company, Moscow. LLC "Aykudemi". Areas of activity: development, production and sale of devices and software for digital printing; creation and sale ready-made businesses Sun Studio (interior design and decor); development of international dealer network for sale digital equipment for drawing images. Territory: headquarters - in Geneva (Switzerland); offices - in Hong Kong, Guangzhou (China), New York (USA) and Strasbourg (France); the head office in Russia is in Moscow, the branch is in Novosibirsk. Number of personnel: 110 (across Russia). Annual turnover: 500 million rubles. (in 2012; across Russia).

Equity capital(English ownership equity, net worth) is usually called the equity capital of a joint-stock company. Share capital is the difference between total assets and total liabilities.

The equity capital of a joint-stock company is a combination of financial resources enterprises. Sources of equity capital - funds of participants (founders) and financial results of the company. The term "share capital" is used to refer to the equity capital of a joint stock company. It is important to separate the terms “net assets” and “equity”. Net assets reflect the amount by which the market value of the entity exceeds the outstanding debt.

Share capital as an indicator accounting statements, consists of:

Authorized capital (paid up share capital);

Additional capital (formed as a result of revaluation of assets, receipt of share premiums, values ​​received free of charge);

Retained earnings (formed by effective operation enterprise remains at his disposal);

Reserve capital (reserve fund created from net profit; consumption fund, etc.).

Part 7. Interim test

1. Using the accounting equation, fill in the missing spaces in the following table:


2. Give a brief explanation of the following accounting principles. Illustrate your answer with examples.

- The principle of an independent economic entity

- The principle of materiality

- The principle of discretion

3. Robinson Sports manufactures a full range of sports equipment. On May 1, the firm received an order from K. Gatting & Son, 14 Middle Road, Fakenham, for the following items:



The firm provides a trade discount of 25% off the regular price retail, VAT - 17.5%.

Required:

Prepare a credit memo to be sent by Robinson when K. Gatting & Son returned 3 pairs of cricket shin guards, 1 tracksuit and 2 rackets on May 5. table tennis as a substandard product.

Calculate the profit that K. Gatting and Son would have received if all of the conditioned goods from the above order were sold at the suggested retail price. Show your calculations for each article.

4. Explain the following terms:

- Invoice

- Credit memo

- Trade discount

- Discount for payment in cash

Part 8. Answers to the intermediate test





Section 2

Part 1
Accounting, Commercial organizations

Accounting- identification of facts of economic activity, registration and presentation of information about them to interested users.

At the first stage of accounting (i.e. at the stage identifying) collecting information about the facts, allowing you to get a reliable idea of ​​the economic activities of a particular commercial organization.

registration- an orderly and systematic reflection of the facts of economic activity in chronological order.

Performance information about the facts of economic activity is carried out by compiling and disseminating financial statements.

Accounting consists of the following stages:

Detection> Registration> Presentation of information

Internal users accounting information are managers who carry out planning, organization and operational management of the enterprise. These include marketing managers, service managers internal control, officials company (see Illustration 1.1).

In number external users includes investors, creditors, tax authorities, regulators, trade unions, buyers and customers, and government planning authorities.

Term "bookkeeping" is not synonymous with accounting. Accounting refers exclusively to the registration of facts of economic activity, while accounting, in addition, provides for their identification, assessment and presentation of relevant information. Thus, bookkeeping is only part of bookkeeping.


Commercial organizations

There are different types commercial organizations:

- Sole proprietorship - an enterprise whose assets belong to one owner.

- Partnership (partnership) - an enterprise whose assets belong to two or more partner owners.

- Joint stock company - an enterprise that is a separate legal entity, whose activities are regulated by the law on joint stock companies, the property of which is divided into a certain number of shares.

- Other organizations, such as trustee organizations, joint ventures, consortia, etc.

Balance equation

Basic balance equation:

Assets = Liabilities + Share capital

The basic balance sheet equation applies to all business entities, regardless of size, type of activity, and legal form (see Figure 1.2).

The components of the main balance equation are:

Assets- resources controlled by the company, from which the company expects to receive economic benefits in the future.

Commitments- the current debt of the company, the repayment of which will lead to an outflow from the company of resources containing economic benefits.

Share capital- the share in the assets of the company, remaining after deducting all of its liabilities.



Share capital includes the following components:

Issued capital consisting of shares offered in exchange for funds contributed by shareholders and reserves representing capital maintenance adjustments (such as adjustments to equity resulting from revaluation of assets and liabilities).

Undestributed profits, defined as the difference between income and expenses, used for the payment of dividends and the formation of reserves, representing the target distribution of this profit.

Income represent the total increase in share capital as a result of business activities for the purpose of making a profit. This concept includes both proceeds arising in the normal course of business of the company (from sales, fees, interest, etc.) and Other income, which also fall within the definition of income and may arise in the ordinary course of business of the company.

Costs represent both the costs associated with the consumption of assets or the depletion of resources arising in the normal course of business of the company and other decreases in economic benefits (losses) that fall within the definition of expenses that may arise in the ordinary course of business of the company.

The difference between income and expenses results in net profit or net loss:

Revenue / Income> Expenses / Losses = Net Income

Revenue / Income< Расходы/Убытки = Чистый убыток

Business operations

Each transaction can be analyzed in terms of its impact on the components of the basic balance sheet equation. In addition, the analysis should identify the indicators affected by the transaction and the magnitude of the change for each indicator (see Figure 1.3).

Each business transaction has a double effect on the equation. For example, an increase in the value of a single asset must be accompanied by the following:

- a decrease in the value of another asset, or

- an increase in the obligation, or

- an increase in the share capital.

Check Is a unit used in accounting to record the increase and decrease of a separate item of assets, liabilities or share capital.

In its simplest form, an account can be represented as: (a) the name of the account, (b) the left side or debit, and (c) the right side or credit. In its outline, this form resembles the letter "T", so it was named " T-account».

Illustration 1.3

A. Examples of business transactions.



SUMMARY TABLE
HOUSEHOLD OPERATIONS
SEPTEMBER 2001

B. Reflection of accounting data in financial statements.

1. Prepare an income statement and a statement of retained earnings based on the data in the summary table of business transactions for September 2001.


REFLECTION OF ECONOMIC OPERATIONS

2. Compile the balance sheet using the account balances at the end of the month from the pivot table of business transactions.


Debit and credit, Registration of information in the account

The terms " debit" and " credit"Respectively mean" left side "and" right side ".

Recording the amount on the left side of the invoice is called debiting accounts, and on the right side - lending accounts.

When the debit turnover is greater than the loan turnover, the account has debit balance, and if vice versa - credit balance.

Within the system double entry each business transaction is reflected in the same amount on the debit of one account on the credit of another account. Therefore, the sum of all debit entries is always equal to the sum of all credit entries.

Shown below are the rules for reflecting an increase and decrease. assets and commitments for debit and credit of accounts:



Equity components are recorded in various accounts such as Retained Earnings, Income and Expenses, and accounts related to issued capital.

Below are the rules for reflecting the increase and decrease in the components of the share capital for the debit and credit of accounts:



The main balance equation in expanded form is as follows:

Assets = Liabilities + Issued Capital + Retained Earnings

Retained earnings = Income - Expenses

ILLUSTRATION 1.4
DOUBLE WRITING RULES
REGULATIONS

The main stages of registering information in the accounting are:

- Analysis of business transactions for reflection on the accounts of accounting.

- Recording information about the operation in the journal.

Transfer of data from the journal to the corresponding general ledger accounts.

ILLUSTRATION 1.5
REFLECTION OF INFORMATION IN ACCOUNTING
ILLUSTRATION 1.6
ANALYSIS OF OPERATIONS AND THEIR REGISTRATION IN THE JOURNAL

Assignment: Analyze and log the following business transactions:



LOG OF ACCOUNTING OF ECONOMIC OPERATIONS

Questions

1. What is the main hallmark all assets?

a. Long service life.

b. High price.

c. Material and material form.

d. Future economic benefits.

2. Choose the most accurate description of the share capital.

a. Assets = Liabilities

b. Liabilities + Assets

c. Share capital + Assets

d. Assets - Liabilities

3. Which of the equations corresponds to the main balance equation?

a. Assets = Equity

b. Assets - Liabilities = Share Capital

c. Assets = Liabilities + Share capital

d. All of the above equations.

4. What are the company's obligations?

a. Future economic benefits.

b. Current debt of the company.

c. The values ​​used by the company in the course of its activities.

d. All of the above.

5. What is not included in the company's obligations?

a. Bills for payment.

b. Accounts payable.

c. Wage arrears.

d. Cash.

6. Obligations of the company are due to:

a. debtors;

b. charitable organizations;

c. creditors;

d. underwriters.

7. Share capital can be represented as:

a. the share in assets claimed by creditors;

b. share in assets claimed by shareholders;

c. share in assets claimed by charitable organizations;

d. share in assets claimed by debtors.

8. The basic balance equation cannot be represented as:

a. Assets - Liabilities = Share Capital

b. Assets - Share capital = Liabilities

c. Share capital + Liabilities = Assets

d. Assets + Liabilities = Share capital

9. If the sum of all liabilities increased by $ 6,000, does this mean that:

a. assets decreased by $ 6,000;

b. share capital increased by $ 6,000;

c. assets increased by $ 6,000 or share capital decreased by $ 6,000;

d. assets increased by $ 3,000 and share capital increased by $ 3,000.

10. Repayment of $ 400 receivables means:

a. an increase in assets by $ 400, a decrease in assets by $ 400;

b. an increase in assets by $ 400, a decrease in liabilities by $ 400;

c. decrease in liabilities by $ 400, increase in share capital by $ 400;

d. decrease in assets by $ 400, decrease in liabilities by $ 400.

11. What is income?

a. The value of assets consumed over the period.

b. The total increase in equity capital in the course of business.

c. The cost of services used during the period.

d. Current or expected cash payments.

12. Net income arises when:

a. Assets> Liabilities

b. Income = Expenses

c. Income> Expenses

d. Income< Расходы

13. What is reflected in the balance sheet?

a. Income, liabilities and equity.

b. Expenses, dividends and share capital.

c. Income, expenses and dividends.

d. Assets, liabilities and share capital.

14. What does the income statement show?

a. Changes in equity for a specific period.

b. Changes in assets, liabilities and share capital for a specific period.

c. Assets, liabilities and share capital as at the reporting date.

d. Income and expenses for a specific period.

15. What does the debit entry of the asset account mean?

a. Error.

b. A credit entry has been made to the liability account.

c. Decrease in assets.

d. Increase in assets.

16. Which of the equations is a detailed version of the main balance equation?

a. Assets = Liabilities + Issued Capital - Income - Expenses

b. Assets + Expenses = Liabilities + Issued Capital + Income

c. Assets - Liabilities = Issued Capital - Income - Expenses

d. Assets = Income + Expenses - Liabilities

17. Which of the following characteristics is not a qualitative characteristic of financial statements?

a. Relevance.

b. Reliability.

c. Conservatism.

d. Comparability.

18. For information to be relevant, it must:

a. have a low cost of receipt;

b. help assess past, present and future events, confirm and correct past assessments;

c. not introduce yourself to external users;

d. used by many firms.

19. The information must be free of material errors and misleading to ensure:

a. comparability;

b. reliability;

c. sequences;

d. forecast.

20. If information is used for forecasting, this means that it:

a. confirmed by an external auditor;

b. prepared on an annual basis;

c. confirms or corrects previous calculations;

d. neutral.

21. Information is relevant if it:

a. passed an audit;

b. presented over the longer of two periods: an operating cycle or one year;

c. is objective;

d. is able to influence the adoption of economic decisions.

22. What is the most accurate reflection of the following quality characteristics?



23. The going concern assumption assumes that the company:

a. will be liquidated in the near future;

b. will be acquired by another company;

c. is a dynamically developing company;

d. operates and will continue to operate in the foreseeable future, will not be liquidated, and the scale of its activities will not be significantly reduced.

24. The going concern assumption does not apply when:

a. the company is just starting its activity;

b. liquidation of the company is expected;

c. fair value exceeds cost;

25. To determine the materiality of a particular reporting item, the accountant should compare it with all of the following indicators, with the exception of:

a. total assets;

b. total liabilities;

c. the total number of employees;

d. net profit.

26. The accounting records were made by the new Dixon accountant for transactions in the year ended December 31, 2000. The Comptroller questioned the accuracy of these records. Net income for the year, based on the accounting entries below, was $ 250,000.

1. The company purchased a trash can for $ 20.



2. Commodity stocks cost $ 16,000 have a replacement cost of $ 22,000.



3. The equipment was purchased on sale as a result of the liquidation of the company for $ 12,000, the fair value of the equipment is $ 20,000.



The task

For each entry, indicate the accounting principles or requirements that were violated and determine the correct 2000 net income.

27. Indicate which of the following items relates to assets, liabilities or share capital, identifying each item with an appropriate code:





28. The combined assets of Wine Company at the beginning of the year were $ 800,000 and the total liabilities were $ 300,000. Answer the following questions.

(1) What is the share capital at the end of the year if total assets increased by $ 250,000 during the year. and total liabilities decreased by $ 150,000?

(2) What is the amount of total assets at the end of the year if total liabilities increased by $ 360,000 and share capital decreased by $ 130,000 during the year?

(3) What is the total liabilities at the end of the year if total assets decreased by $ 90,000 and the share capital increased by $ 190,000 during the year?

29. Jacquet Carpet Cleaning has recorded the following items on the balance sheet:



Assets (excluding cash) ……. $ 150,000

Obligations ……. $ 90,000

Share capital ……. $ 60,000

All assets were sold for cash.

The task

Prepare a balance sheet immediately after the sale of assets for cash for each of the following options:



31. Fill in the gaps in the following balance equations.



32. Analyze the following transactions performed by the joint stock company and fill in the table using the “+” sign to indicate the increase and the “-” sign to indicate the decrease in the components of the main balance sheet equation.



33. Below is a selection of Baxter's transactions. Under each transaction, indicate its impact on assets, liabilities and equity.

For example: A case is open. Funds contributed.

Answer: Increase in assets and increase in share capital.

Paid monthly utilities.

A showcase was purchased for cash.

The repair of the security system was paid for in cash.

Clients are billed for the services provided.

Funds were received from clients on the issued invoice (operation 4).

Dividends were declared to the holders of common shares.

Dividends paid to holders of common shares.

Paid annual rent.

Funds were received from buyers for the services rendered.

34. Prepare the income statement, statement of retained earnings and the balance sheet of Ben Gray based on the following data, provided for September 2000.


(3) Share capital - ordinary shares, retained earnings



(a) $ 252,000 ($ 350,000 - $ 98,000 = $ 252,000)

(b) $ 95,000 ($ 178,000 - $ 83,000 = $ 95,000)

(c) $ 452,000 ($ 202,000 + $ 250,000 = $ 452,000)

32. (10 min.)



Decrease in assets and decrease in share capital. Assets do not change. Decrease in assets and decrease in share capital. Increase in assets and increase in share capital. Assets do not change. Increase in liabilities and decrease in share capital Decrease in assets and decrease in liabilities. Increase in liabilities and decrease in share capital. Decrease in assets and decrease in share capital. Increase in assets and increase in share capital.

34. (15 min.)

BEN GRAY DDS
Report about incomes and material losses
For the month ending September 30, 2000

Revenue from the sale of services ……… .. $ 25,000

Expenses for wages……….. $ 10,000

Dental equipment costs ……… .. 3,500

Rental expenses ……… .. 2,000

Utilities expenses ……… .. 700

Total expenses ……… .. $ 16,200

Net profit ……… .. $ 8,800

BEN GRAY DDS
Report on retained earnings for the month,
ending September 30, 2000

Plus: Net profit ……… .. 8,800

Less: Dividends 6,000

BEN GRAY DDS
Balance sheet
September 30, 2000

Part 2 "Accrual accounting"

Periodicity assumption

According to the assumption of periodicity the economic activities of the enterprise can be divided into certain periods time. The reporting periods are usually month, quarter, or year. A reporting period of one year is called financial year.

Income recognition principle

The main question that arises when accounting for income concerns the moment of its recognition.

Income recognition principle means that income is recognized in the reporting period in which it is earned.

The authorized capital of a joint stock company (hereinafter - JSC) must be paid after its registration. The article discloses general information about the authorized capital (hereinafter referred to as the MC) of a JSC, and also highlights the issues of how to reduce or increase it.

Authorized capital of JSC

Information on what constitutes the authorized capital of a joint-stock company, as well as on the procedure for increasing and decreasing it, is set out in Art. 25-29 of the Law "On Joint Stock Companies" dated 26.12.1995 No. 208-FZ, as well as in Art. 99-101 of the Civil Code of the Russian Federation.

The Criminal Code is formed during the creation of a joint-stock company. It is formed by shares, and the amount of capital is determined by their par value and quantity. The par value is a specified amount that reflects how much a share is worth in monetary terms. It may differ from the market value, expressed in the amount of money that are willing to give for 1 share in the market at the current time.

The capital is paid as follows (clause 1 of article 34 of the Federal Law No. 208). Half of the shares must be paid within the first 3 months after the registration of the JSC. The remaining half is paid within one year after the registration of the company, unless otherwise specified in the memorandum of association. If the shares are not paid, the member of the joint-stock company, who has allowed this, cannot participate in the decision-making on the company's activities, that is, vote.

A JSC can have common and preferred shares. The former are always equal in value to each other and grant the same rights to the owners. The cost of preferred shares may vary, but the same types of such shares cost the same. At the same time, the par price of all preferred shares cannot be higher than 25% of the size of the authorized capital of the JSC. The cost of one such share cannot be less than the cost of 1 ordinary share.

The minimum size of the charter capital of a public company (whose shares are in free circulation) is exactly 10 times higher than the size of the capital of an LLC and amounts to 100,000 rubles. The capital of a non-public joint-stock company (whose shares cannot be freely purchased) is equal to 10,000 rubles (Article 26 of the Federal Law No. 208). By virtue of paragraph 3 of Art. 11 Federal Law No. 208, all the necessary information about the authorized capital of a JSC must be prescribed in the charter.

Minimum charter capital for some types of JSC

For some types of joint-stock companies, the minimum capital size is established by special laws (clause 1 of article 66.2 of the Civil Code of the Russian Federation).

In particular, the increased size of the minimum authorized capital is set:

  • for banks and other credit institutions due to the requirements of Art. 11 of the Law "On Banks ..." dated 02.12.1990 No. 395-1 (from 90 million rubles to 1 billion rubles, depending on the type of credit institution);
  • insurance organizations by virtue of the requirements of paragraph 3 of Art. 25 of the law "On the organization of insurance ..." dated November 27, 1992 No. 34015-1 (from 120 million rubles to 480 million rubles, depending on the coefficients established in the law for various insurance objects);
  • vodka producers by virtue of the requirements of clause 2.2 of Art. 11 of the Law "On government regulation... "dated 22.11.1995 No. 171-FZ (80 million rubles).

Increase of the authorized capital of JSC

All shares of the JSC are uncertified. This means that information about the owners of shares is reflected in the registers or in the entries on the securities account. The shares do not have to be whole. By virtue of paragraph 3 of Art. 25 ФЗ № 208 they can be split.

Fractional shares also participate in the turnover of a public JSC or within a non-public JSC. If a shareholder has, for example, 2 fractional shares, the size of each of which is ½ of the whole, then it is considered that he owns the whole share.

The capital of a JSC can be increased in 2 ways:

  • By increasing the value of existing shares. This decision is made at the general meeting of shareholders. It is possible to increase the value of existing shares when the joint-stock company has property that can cover the increase in value.
  • By issuing new shares. This decision is made either by the general meeting or by the board of directors, if such powers have been transferred to it in accordance with the charter of the joint-stock company. As a rule, the issue is carried out when it is necessary to attract new shareholders. It is possible to increase capital both at the expense of the property of the joint-stock company and in other ways, for example, by attracting funds from new shareholders.

To increase the authorized capital of a joint stock company, all members of the general meeting must vote unanimously. New shares that appear at the expense of JSC property are distributed among shareholders in proportion to their number. It should be noted that the number of shares cannot exceed that specified in the charter of the joint-stock company.

Reduction of the authorized capital of a joint stock company

The capital of a joint-stock company can not only be increased, but also decreased. At the same time, there are cases when it is necessary to do this without fail, for example, when another JSC joins one joint stock company (clause 4.1 of article 17 of the Federal Law No. 208) or the shares of the joint-stock company were not paid for and were transferred to the company, which must sell them (clause 1 Article 34 of the Federal Law No. 208).

IMPORTANT! The capital cannot decrease if, as a result of its reduction, the size of the authorized capital is less than 100,000 rubles for public JSCs or less than 10,000 rubles for non-public ones.

Reduction is done in 2 ways:

  • By reducing the value of each share of the same type (for example, all ordinary shares). The decision can be made by the general meeting, and the proposal is put forward by the board of directors.
  • By reducing the total number of shares. The decision must be taken at the general meeting.

IMPORTANT! A decrease in the authorized capital of a joint-stock company is possible only when it is spelled out in the charter. Otherwise, you will need to make changes to it.

It is impossible to reduce capital through a decrease in the value of shares if (clause 4 of article 29 of the Federal Law No. 208):

  • they are not paid;
  • they were not redeemed by the joint-stock company in accordance with Art. 75 FZ No. 208;
  • AO meets the signs of bankruptcy;
  • a decrease in capital will lead to bankruptcy;
  • the value of assets is less than the aggregate size of both the authorized capital and the reserve fund, as well as the value of preferred shares;
  • the value of assets after the price of shares is reduced will become less than the total size of the authorized capital, the reserve fund, as well as the value of preferred shares;
  • dividends were declared but not paid;
  • The JSC is specialized (Article 15.2 of the Federal Law "On the Market ..." dated April 22, 1996 No. 39).

Outcomes

So, in most cases, the size of the authorized capital of a public JSC at the beginning of its activity is equal to 100,000 rubles, and of a non-public JSC - 10,000 rubles. It must be paid in full within a year after the registration of the JSC.

The authorized capital of the joint stock company. In the legal sense, the authorized capital is the capital of a legal entity, which is necessarily indicated in its Charter. The presence of such capital is a prerequisite formation of a legal entity, since without the necessary monetary and material resources, its market functioning and guaranteeing its obligations in the market are impossible.

In the economic sense, the authorized capital is the capital formed at the expense of the funds of its participants. In a joint-stock company, the authorized capital is divided into a certain number of shares existing independently of it.

The size of the authorized capital of a joint-stock company (Ku) is the product of the number of outstanding (i.e. acquired by shareholders) shares (n) by their par value (N):

In the course of the activity of a joint-stock company, its authorized capital can both increase and decrease. The increase in the authorized capital is carried out through additional issues of shares (the issue of increasing the authorized capital will be discussed in detail in topic 4), while there is no upper limit on the amount of the authorized capital. As for reducing the size of the authorized capital, according to the current legislation, the minimum size of the authorized capital of a closed joint stock company is set at 100 minimum sizes wages, and an open joint stock company - 1000 times the minimum wage.

I would like to draw your attention to the fact that the purchase and sale of shares is not always associated with a change in the size of the authorized capital. When a share is sold by the joint-stock company itself (when placing additional issues of shares), then in this case there is an increase in the authorized capital at the expense of the funds received from the sale of the share. Often a joint stock company sells
shares at a price higher than their par value, in this regard, it is necessary to understand that the increase in the authorized capital occurs only by an amount equal to the par value of the sold shares, and not by the entire amount received from the investor (shareholder). Amounts received from investors (shareholders) in excess of the par value of a share are the share premium of the joint-stock company and have nothing to do with its authorized capital.

When a joint-stock company redeems its own shares from shareholders, this means the return of the contribution included in the authorized capital, i.e. decreasing the latter.

When a share is sold by a shareholder of a joint-stock company to another investor (shareholder), this means the return of the contribution to the authorized capital, but in such a way that another, "new" shareholder automatically takes its place, and therefore no changes in the authorized capital of the joint-stock company take place.

In other words, the purchase and sale of shares is associated with a change in the amount of the authorized capital, if one of the parties to the transaction is the joint-stock company itself. The purchase and sale of shares is not associated with a change in the amount of the authorized capital, if the parties to the transaction are any other market participants, except for the joint stock company of the issuer of these shares.

The dual nature of the authorized capital determines the division of the capital of a joint-stock company into own and joint-stock. The authorized capital is, on the one hand, a set of deposits, on the other, a set of shares (divided into shares).

As a set of contributions, the authorized capital takes the form of the equity capital of a joint stock company. As a set of shares, the authorized capital receives market existence in the form of share capital.

Equity capital of the joint stock company. The equity capital of a joint-stock company is the authorized capital of a joint-stock company, invested in the process of creating profit, due to the addition of a part of which it is constantly increasing. That is, equity capital is the sum of shareholders' contributions, but not initially contributed by them when forming the authorized capital, but as already functioning capitals that generate income, therefore, constantly increasing due to the capitalization of a part of the income they generate.

The quantitative relationship between the authorized and equity capital is manifested in the following:

The authorized capital is always fixed and changes only in leaps and bounds; equity capital is constantly changing (usually growing) depending on the results of the joint-stock company;

When establishing a joint-stock company, equity capital is always equal to the authorized capital, since it is impossible to invest more capital than collected;

The change in the size of equity capital at a given fixed amount of the authorized capital depends only on the efficiency of its use and on the size of the reinvested profit: they increase if part of the income received is reinvested, capitalized; decrease if costs exceed revenues;

An increase in equity capital is also possible by increasing the authorized capital when issuing additional shares, if the source of payment for additional shares is the funds of investors (shareholders);

The amount of the authorized capital is influenced by the size of the equity capital. If the size of equity capital exceeds the size of the authorized capital, then the latter can always be increased to the size of its own. If the size of equity capital becomes less than the size of the authorized capital, then the latter is either reduced to the size of the equity capital, or the joint-stock company ceases to exist (if the amount of equity capital falls below the statutory minimum of the authorized capital).

The cost of equity capital of a joint-stock company at a specific point in time can be determined by the formula1:

Ks = Ku + AKu + Tr - Tru, where Ku is the value of the authorized capital of the joint-stock company at the time of its establishment;

AKu - an increase in the value of the authorized capital of a joint-stock company as a result of subsequent issues of shares;

Tr is the total amount of reinvested profit of the joint-stock company at a given point in time;

Tru - the total amount of reinvested earnings by the amount of which the shares have been issued to this point in time.


This educational-methodical complex provides an example of solving a problem using this formula.

Share capital of a joint stock company. The authorized capital combined in a joint-stock company simultaneously exists in two forms:

In the joint-stock company itself - as its own capital;

Outside of a joint stock company, i.e. in the market, as capital of individual shareholders in the form of shares, or share capital.

Share capital is the authorized capital of a joint stock company existing on the market in the form of shares owned by its shareholders. The commonality between the authorized capital and the share capital is that both are the same number of shares of the given joint-stock company.

The differences between the authorized capital and the share capital are divided into qualitative and quantitative. Qualitative differences are shown in table. 1.2.

Table 1.2

Qualitative differences between the authorized and share capital

The quantitative difference between the authorized and share capital is that they are not equal in value. The total market value of shares, or the value of the share capital, does not coincide with the size of the authorized capital of the joint stock company (usually significantly exceeds). This is due to the fact that the market value of stocks increases over time due to reinvestment and the trend towards a decrease in the average rate of return on capital. Authorized capital -

a value fixed in the charter of a joint-stock company and depending only on the par value of its shares, and not on the market value.

Quantitatively, the authorized capital reflects the product of the number of shares (n) by their par value, and the share capital (As) is the product of the same number of shares, but by their market value (Pa):

As = P ■ Ra.

The amount of the share capital of a joint stock company is also called the market capitalization of a joint stock company.

The relationship between equity and share capital. What they have in common is that they represent the same authorized capital of a joint stock company. The differences between equity and equity capital are reduced mainly to the fact that equity belongs to the joint-stock company itself and exists in the form of fixed and working capital, ensuring its productive use to generate income, and the share capital belongs to its shareholders and exists in the form of shares. With some assumptions, we can say that equity is the market value of equity.

The quantitative sizes of the share capital and equity capital do not coincide, since they are estimated with different sides... Share capital is valued on the stock market, it serves as the market value of its constituent shares, and therefore reflects the future value of equity capital. Equity capital is estimated as the sum of the available material and other resources of the joint-stock company, it reflects the current market value of its constituent material and intangible assets. Theoretically, equity capital is the lower quantitative limit of equity capital.

Debt capital of a joint stock company. Equity is not the only way to centralize capital, but one of them. Another way is to combine them on the basis of repayment after a predetermined period of time and payment of a certain income in the form of interest (in other forms) for this period of time.

Debt capital of a joint stock company - capital attracted by a joint stock company by issuing its debt securities and obtaining bank loans.

The difference between equity and borrowed capital in relation to a joint-stock company is that the first is transferred to the ownership of the joint-stock company for the entire period of its operation and is conditionally free, and the second is for a limited period and, as a rule, on strict payment terms. And your own, and borrowed capital function in a joint-stock company as a single capital that generates profit, but only on different time and other conditions.

There can be a lot of private reasons why borrowed capital is attracted. There is only one general market reason - an increase in the rate of profit. It is advisable to use borrowed capital when its use in a given joint-stock company makes it possible to receive a rate of return higher than the payment for it.

The joint-stock company attracts borrowed capital in most cases on current market conditions. However, the market conditions for the circulation of loan capital are constantly changing under the influence of various reasons, and therefore the market value of the obligations of a joint-stock company for the borrowed capital used by it may change if they are not fixed for the entire period of its attraction. However, regardless of whether the market value of the liabilities of a joint stock company changes or not, the market value of debt liabilities in the market usually changes. For example, change market prices on bonds, promissory notes, interest rates on loans and deposits, etc.

Therefore, just as there is a difference between the cost of equity and share capital, there is also a difference between the cost of the borrowed capital operating in a joint-stock company and the market value of the same borrowed capital, i.e. its value in the market, outside the joint stock company. So, the borrowed capital received from the issue of a joint stock company a certain amount bonds and used in the course of its activity, does not coincide with the current market value of the same bonds at any point in time before their maturity.

In the course of its functioning, a joint-stock company may acquire excess equity capital. In this case, the joint stock company can act as a supplier of capital to the market. For a joint-stock company, this capital will be its own, and for another economic entity to which this capital will be transferred, it will be borrowed. In some cases, a joint-stock company can simultaneously be a supplier of capital for financial market, and, in turn, also use someone else's (borrowed for this joint-stock company) capital. There can be many reasons for this: this is the difference in timing (for example, borrowed capital is attracted for a long period, and its own is placed in short-term financial assets, or vice versa), and the difference in interest rates, and a number of other reasons.