Corporation+Hand+Out Revised+2022
Corporation+Hand+Out Revised+2022
Corporation+Hand+Out Revised+2022
1. Corporation
Artificial being
created by law
Having the right of succession, and
powers, attributes, and properties expressly authorized by law or incident to its existence
2. RA11232
The Revised Corporation Code of the Philippines - the law governing the corporations in the Philippines.
4. Major Classifications
4.1. Stock Corporation - are those which have capital stock divided into shares and are authorized to distribute to the holders of such
shares, dividends, or allotments of the surplus profits on the basis of the shares held.
4.2. Non-stock Corporation -is one where no part of its income is distributable as dividends to its members, trustees
or officers. Any profit accruing to the corporation, whenever necessary or proper, be used for the furtherance
of the purpose or purposes for which the corporation was organized.
4.3 Corporations Created by Special Laws or Charters. - created by special laws or charters shall be governed primarily by the provisions of
the special law or charter creating them or applicable to them, supplemented by the provisions of this Code, insofar as they are applicable.
Fair Value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. (IFRS 13 par. 9)
Illustration:
Finest Inc.’s 1,000 shares of P10 par value ordinary shares were sold on subscription at P15 per share on Oct. 17, 2010 to Kanor.
Subscription installments of P7,000 and P8,000 will be due on Nov. 1 and 15, respectively.
Kanor was able to pay the first installment; however, he failed to settle the latter one due to his ensuing financial problems. After
complying with the legal procedures pertaining to delinquency sale, a public auction was held. The offer price is P12,000 including
P500 accrued interest and P3,500 expenses of sale. Three bidders are willing to pay the offer price:
Ans: Bryan Trinidad is the highest bidder, agreeing to pay the full price of P12,000 for the smallest number of shares. Consequently, the
1,000 shares are deemed fully paid. Kanor, the original subscriber, gets 400 shares and Bryan T. receives the 600 shares.
19.3. If there is no bidder, the corporation may bid for the delinquent shares and the total amount due shall be
credited as paid in full in the books of corporation. These shares shall be considered as treasury shares.
Book value per share = Total Shareholder’s Equity ÷ No. of shares outstanding
RETAINED EARNINGS
Current Loss Current Profit
Dividends Adjustments for
Treasury Share Correction of prior
Transactions period errors (PAS 8)
Share Capital
Retirement
Adjustments for
Correction of prior
period errors (PAS 8)
23.4. The list is not exhaustive because the other items affecting retained earnings account will be dealt with in a
Financial Accounting course.
23.5. Appropriation of retained earnings - Retained earnings may be appropriated for legal and business reasons.
The account “Retained earnings - appropriated” shall be credited and debited from “Retained earnings -
unappropriated” account, with the total retained earnings account unaffected.
Business reason (voluntary) - a corporation may appropriate portion of retained earnings for valid business
reasons such as expansion or significant capital expenditures.
Business reason (contractual) - Long term debt contracts may restrict retained earnings as condition for
loan.
Legal reason - a corporation shall appropriate portion of its retained earnings equal to the cost of the
treasury shares it has reacquired.
25. Dividends
25.1. A dividend is a distribution of corporate income to the shareholders on a pro rata basis. They are distributed
out of accumulated earnings of the corporation, except for a liquidating dividend which represents a return
of the shareholder’s investment.
25.2. Dividends may take the form of cash, noncash assets (property dividends), scrip or liability dividends, or
share dividends (corporation’s own share capital or bonus issue).
25.3. The important dates concerning dividends are:
a. Date of Declaration. The date when the BOD formally approves and announces the dividend. This is date
that the reduction in retained earnings is recognized or recorded in the accounts.
b. Date of Record. A list of current shareholders who will be entitled to the dividend is prepared and the
dividend payment is based on this list. No journal entry is made on this date.
c. Date of Payment/Distribution. On this date, an entry is made to record the settlement of the dividend
either by payment of cash or distribution of noncash assets or the company’s own shares.
25.4. Cash Dividends -this is the most common type of dividend. For a cash dividend to occur, a corporation must
have retained earnings and adequate cash to pay the dividend. It may be expressed as a percentage of the
par value or as a peso amount per share. On the date of declaration, a current liability is recognized in the
accounts with a corresponding charge (debit) to retained earnings or dividends account. If the latter account
is used, it is closed to retained earnings account at the end of the accounting period.
25.5. Property Dividends -dividend that is payable in assets rather than cash. Property dividend may also be in
the form of equity or debt securities held in other companies. Distribution of Treasury shares as dividends is
also considered as a property dividend and not as a share dividend.
25.6. Share Dividends (Bonus Issue) -is a pro rata distribution of a corporation’s own shares to its shareholders.
Unlike cash and property dividends, a bonus issue does not affect total assets and total shareholder’s equity
because it simply represents a transfer of capital from retained earnings to contributed capital.
a. Small Share Dividend -when the number of shares represents LESS THAN 20% of the shares
previously outstanding, the basis of the measurement would be the current market value of the additional shares to
be issued.
b. Large Share Dividend -when the proportion of the additional shares issued is 20% OR MORE, the
amount capitalized is equal to the par or stated value of the share capital.
25.7. Scrip Dividends -this arises if a corporation has adequate retained earnings to meet the legal dividend
requirements but has insufficient funds to justify a current cash dividend.
The corporation then, declares a scrip dividend where it issues promissory notes -called scrip -requiring
the corporation to pay dividends at some future date. Scrip dividends usually carry interest, and the
interest that accrues on scrip dividends are recorded as interest expense.
27. Allocation of Cash Dividends Between Preference Shares and Ordinary Shares
27.1. Preference shares have priority over ordinary shares in terms of dividends.
27.2. The amount of dividend payment to preference shares depends on the type and preferential rights attached
to the share, which could be cumulative or non cumulative and participating or non-participating.
a. A cumulative preference share has a right to receive current dividends in arrears before ordinary
shareholders receive any dividends.
b. A participating preference share provides for additional dividends to be paid to its holder after
dividends of a specified amount or rate are paid to ordinary shareholders.
27.3. If the problem is silent, the preference shares are assumed to be noncumulative and nonparticipating.
27.4. Dividends for the current year are called current dividends, while dividends that were not declared in the
previous years are called dividends in arrears. Dividends not declared on the previous years are usually
considered forfeited unless the preference shares are cumulative in nature. Dividends in arrears must be
specifically disclosed, otherwise, no dividends in arrears shall be assumed.
27.5. In case there are two or more classes of participating preference shares with different rates, the LOWER rate
shall be the basis of allocation to the ordinary shares. If only one of them is participating, then that rate shall
be used regardless whether the other preference share but nonparticipating shall have a lower rate.
B. The authorized number of shares is 30,000 with par value of P50 per share. How much is the total authorized shares?
REQUIRED:
1. Journalize the transactions above using:
a. Memorandum entry method
b. Journal entry method
b. Nortek Corporation exchanged 25,000 shares of its P100 par value share for a land. A few months ago, the land
was appraised by an independent appraiser at P4,000,000. Nortek is currently trading at the Philippine Stock
Exchange (PSE) at P140 per share.
c. Atty. Pao received 1,000 ordinary shares of P100 par value from Secador Corp. after rendering legal services in
getting the corporation organized. The fair value of such services is reliably determined to be P125,000.
d. Dientes Corp. issued 5,000 shares of its P100 par ordinary share to Atty. Harvey as compensation for 1,200
hours of legal services performed. Atty. Harvey usually bills P500 per hour for legal services. On this date of
issuance, the share was selling at a public trading at P140 per share.
Liabilities P 90,000
Django, Capital 200,000
P290,000
On January 2, 2014, Django Services was incorporated with 5,500, P10 par value, ordinary shares issued.
REQUIRED:
Prepare the journal entry to account for above transaction on the books of the corporation.
REQUIRED:
Prepare the journal entry to record the above transaction.
REQUIRED:
Prepare the journal entries to account for:
a) Issuance of shares
b) Incurrence of organization cost
Preference share (P100 par), P2,500,000; share premium in excess of par-preference, P750,000; Ordinary share (P10 par), P5,000,000;
share premium in excess of par-ordinary, P2,800,000; Subscribed ordinary share, P65,000; Accumulated profits and losses,
P2,000,000; and Subscription receivable-ordinary, P350,000.
Preference share (P80 stated value), P1,200,000; share premium in excess of stated value-preference, P900,000;
Ordinary share (P15 stated value), P3,000,000; share premium in excess of stated value-ordinary, P2,800,000;
Subscribed ordinary share, P80,000; Accumulated profits and losses, P1,950,000; and Subscription receivable-ordinary,
P200,000.
REQUIRED:
Compute for the legal capital based on each of the case above.
REQUIRED:
Provide the entries required to record the reacquisition and the subsequent resale of the share using the:
REQUIRED:
Prepare the journal entries to record above transactions.
Ordinary share capital, 60,000 shares, P100 par; Share premium, P60,000; Retained earnings, 2,000,000 and Treasury shares, 5,000 at cost
of P140 each.
REQUIRED:
Present the shareholder’s equity portion to be shown on the entity’s statement of financial position.
REQUIRED:
1. Prepare the journal entries to record:
a. The receipt of the donated shares
b. The subsequent sale of the donated shares
2. How would the donated capital be accounted for in the shareholder’s equity of Pashmina?
REQUIRED:
Compute for the total contributed capital for December 31, 2012.
REQUIRED:
Journalize above transactions relating to retirement of treasury shares. (Treat each case independently).
REQUIRED:
What should be the total Share Premium as of December 31, 2013?
Jan. 7 Articles of incorporation are filed with the Philippine SEC. SEC authorized the issuance of 10,000
shares of P50 par value preferred stock and 200,000 shares of P10 par value common stock.
Jan. 28 40,000 shares of common stock are issued for P14 per share.
Feb. 3 80,000 shares of common stock are issued in exchange for land and buildings that have an
appraised value of P250,000 and P1,000,000, respectively. The stock traded at P15 per share on that date on the
over-the-counter market.
Feb. 24 2,000 shares of common stock are issued to Specter and Ross, Attorneys-at-Law, in payment
for legal services rendered in connection with incorporation. The company charged the amount to organization costs.
The market value of the stock was P16 per share.
Sep. 12 Received subscriptions for 10,000 shares of preferred stock at P53 per share. A 40 percent down
payment accompanied the subscriptions.
Oct. 1 Reacquired 5,000 ordinary shares for a total cost of P80,000
Nov. 5 Reissued 3,000 ordinary shares at P18 per share.
Dec. 10 Shareholders holding an aggregate of 5,000 shares donated their shares to Monique. The
company was able to reissue them at P12 per share.
Dec. 31 Profit and loss summary to be closed to retained earnings amounted to P300,000 (credit).
REQUIRED:
1. Prepare journal entries to record the foregoing transactions.
2. How much is the contributed capital?
3. How much is the share premium as of December 31?
4. How much is the total shareholder’s equity as of December 31?
5. How much is the legal capital?
During the year, dividends of P36,000 were paid to shareholders. At the end of the year, total liabilities were
P82,000. Use the given data to compute the following items at the end of the first year (show all computations):
REQUIRED:
(1) Total liabilities and shareholders' equity
(2) Shareholders' equity
(3) Contributed capital
(4) Issued share capital (par)
(5) Outstanding share capital (par)
(6) Unissued share capital (number of shares)
(7) Share premium
REQUIRED:
Compute the book value per share as of December 31, 2014 of Dancing Queen Co.?
b. During the May 31, 2014, the Board of Directors of Cool Corporation declared a 10% dividend, payable
September 30, 2014, to shareholders of record July 31, 2014. The entity has 10,000 shares issued and
outstanding with par value of P100. Give the journal entries on (a) May 31, (b) July 31, and (c) September
30.
c. Libra Co.’s board of directors decided to declare a dividend on June 30, 2014 to be distributed on August 1,
2014. The company will give inventories worth P1,500,000 to its shareholders of record July 10, 2014. Give
the journal entries on (a) June 30, (b) July 10, and (c) August 1.
d. Twins Corporation declared on July 1, 2014 dividends to its stockholders of record as of September 1, 2014.
However, due to shortage of cash, the corporation issued scrip dividends at the time of declaratio n
amounting to P100,000 with 12% interest payable on December 31, 2014. Give the journal entries on (a)
July 1, (b) September 1, and (c) December 31.
The Board of Directors declared a “bonus issue” on March 1, 2014 to be distributed on April 1, 2014. Fair value of shares is
P14 per share.
Prepare the entries on March 1, 2014 and April 1, 2014 assuming the company declared (a) 20% issue and
(b) 10% issue.
f. The company holds 15,000 shares in treasury costing P7.00 each with market value of P12 per share. The
BOD declared such treasury shares as dividend on February 14, 2014 to be issued on May 1, 2014. Prepare
the journal entries to record the foregoing transactions.
No dividends are in arrears up to December 31, 2012. The company declared P1,000,000 dividend at the end of 2014 at the appropriate rate
for preference shares and the remainder to ordinary.
REQUIRED:
Determine the allocation of the dividend to (1) preference and (2) ordinary, assuming the following cases independently:
PROBLEM 21. Allocation of Dividends - more than one class of preference shares
The shareholder’s equity in the statement of financial position on December 31, 2014 of Quijones Corporation showed the following:
Class “A” Preference share capital, 10% P50 par, 40,000 shares P2,000,000
Class “B” Preference share capital, 14% P50 par, 20,000 shares P1,000,000
Ordinary shares capital, P100 par, 30,000 shares 3,000,000
Share premium 500,000
Retained earnings 2,500,000
Total shareholder’s equity P9,000,000
No dividends are in arrears up to December 31, 2012. The company declared P1,100,000 dividend at the end of 2014
at the appropriate rate for preference shares and the remainder to ordinary. Determine the allocation of the dividend to
(1) preference and (2) ordinary assuming both class of preference shares are cumulative and participating.
**END OF MATERIAL**
“The more you sweat during peacetime, the less you bleed in war”
-Sun Tzu
REFERENCES: