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Financial
Statement Analysis-FIN621
VU
Lesson-28
TYPES
OF BUSINESS ORGANIZATIONS
(Continued)
Book
Values of equity/share
Common
stockholders equity (for calculating
book value) = Total stockholders
equity
call
price or redemption value of
preferred stock-dividends in arrears on
cumulative preferred stock.
=
2,380,000 (10,000x110) 80,000
(dividend arrears)
=
2,380,000 -1,100,000 80,000 =
1,200,000
Book
value per share common stock = common stockholders
equity=1,200,000 =Rs.24
Number
of common share
50,000
Book
value/share: preferred stock
=
call price/redemption value =
1,100,000 = Rs.110
Number
of preferred share
10,000
Par
value or stated value: It is the amount
below which stockholders'
equity cannot be
reduced
(except by losses or special legal
action). A dividend cannot be declared if it
would cause the
stockholders'
equity to fall below the par
value. Par value therefore
provides minimum cushion of
equity
capital for protection of creditors. It
is therefore called legal
capital.
Par
value, Book value and Market
value of Shares are
different. Par and Book values
of
stock
are no indication of its
market value. In the case of common
stock, it is the investors'
expectations, as
to the profitability of future operations,
which greatly affects the market
value of
common
shares, although other factors
also play part. Market
value of common stock thus shows
the
investors'
confidence in the management. On the
other hand, market price of
preferred share varies
inversely
with interest rate.
In
financial markets, stock is the capital
raised by a corporation or joint-stock
company through the
issuance
and distribution of shares. A person or
organization which holds at
least a partial share
of
stocks
is called a shareholder. The aggregate
value of a corporation's issued
shares is its market
capitalization.
Types
of stock
Common
stock
Common stock
also referred to as common or ordinary
shares, are, as the name
implies, the most usual
and
commonly held form of stock in a
corporation. The other type
of shares that the public
can hold in a
corporation
is known as preferred stock. Common stock
that has been re-purchased
by the corporation is
known
as treasury stock and is available for a
variety of corporate uses.
Common stock
typically has voting rights
in corporate decision matters, though
perhaps different
rights
from
preferred stock. In order of priority in
a liquidation of a corporation, the owners of common
stock
are
near the last. Dividends paid to the
stockholders must be paid to preferred
shares before being
paid
to common stock
shareholders.
Preferred
stock
Preferred stock,
sometimes called preferred
shares, have priority over common stock
in the distribution
of
dividends and assets.
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Statement Analysis-FIN621
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Most
preferred shares provide no
voting rights in corporate decision
matters. However, some
preferred
shares
have special voting rights to approve
certain extraordinary events
(such as the issuance of
new
shares,
or the approval of the acquisition of the
company), or to elect directors.
Dual
class stock
Dual
class stock is shares issued
for a single company with
varying classes indicating
different rights on
voting
and dividend payments. Each kind of
shares has its own
class of shareholders entitling
different
rights.
Treasury
stock
Treasury stock is
shares that have been bought
back from public. Treasury Stock is
considered issued,
but
not outstanding.
Stock
Derivatives
A stock
derivative is any financial
claim which has a value
that is dependent on the price of
the
underlying
stock. Futures and options are the main
types of derivatives on stocks. The
underlying
security
may be a stock index or an individual
firm's stock, e.g. single-
stock
futures.
Stock
futures are contracts where the
buyer, or long, takes on the
obligation to buy on the contract
maturity
date, and the seller, or short takes on
the obligation to sell. Stock
index futures are
generally
not
delivered in the usual manner, but by
cash settlement.
A stock
option is a class of option.
Specifically, a call option is the
right (not obligation) to
buy stock in
the
future at a fixed price and a
put option is the right (not
obligation) to sell stock in the future
at a
fixed
price. Thus, the value of a stock option
changes in reaction to the underlying
stock of which it is a
derivative.
The most popular method of
valuing stock options is the Black
Scholes model
Apart
from call options granted to employees,
most stock options are
transferable.
Shareholder
A shareholder
(or stockholder) is an individual or
company (including a corporation) that
legally owns
one or more
shares of stock in a joint stock company.
Companies listed at the stock market
are expected
to
strive to enhance shareholder
value.
Shareholders
are granted special privileges depending
on the class of stock, including the
right to vote
(usually
one vote per share owned) on
matters such as elections to the board of
directors, the right to
share
in distributions of the company's income,
the right to purchase new
shares issued by the
company,
and the
right to a company's assets
during a liquidation of the company.
However, shareholder's
rights
to a
company's assets are subordinate to the
rights of the company's creditors. This
means that
shareholders
typically receive nothing if a company is
liquidated after bankruptcy
(if the company had
had
enough to pay its creditors, it
would not have entered bankruptcy),
although a stock may have
value
after
a bankruptcy if there is the possibility
that the debts of the company will be
restructured.
Shareholders
are considered by some to be a partial
subset of stakeholders, which may
include anyone
who
has a direct or indirect
equity interest in the business entity or
someone with even a
non-pecuniary
interest in a
non-profit organization. Thus it might be
common to call volunteer contributors to
an
association
stakeholders, even though they are
not shareholders.
Although
directors and officers of a company are
bound by fiduciary duties to act in the
best interest of
the
shareholders, the shareholders themselves
normally do not have such duties towards
each other.
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Statement Analysis-FIN621
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However,
in a few unusual cases, some
courts have been willing to
imply such a duty
between
shareholders.
For example, in California,
majority shareholders of closely
held corporations have a
duty
to
not destroy the value of the shares
held by minority
shareholders.
The
largest shareholders (in terms of
percentages of companies owned)
are often mutual funds,
and
especially
passively managed exchange-traded
funds.
Application
The
owners of a company may want additional
capital to invest in new projects
within the company.
They
may also simply wish to
reduce their holding,
freeing up capital for their
own private use.
By
selling shares they can
sell part or all of the company to
many part-owners. The purchase of
one
share
entitles the owner of that
share to literally share in the
ownership of the company a fraction of
the
decision-making
power, and potentially a fraction of the
profits, which the company may
issue as
dividends.
In the common
case of a publicly traded corporation,
where there may be thousands of
shareholders, it
is
impractical to have all of them making
the daily decisions required to run a
company. Thus, the
shareholders
will use their shares as
votes in the election of members of the
board of directors of the
company.
In a
typical case, each share
constitutes one vote. Corporations may,
however, issue different
classes of
shares,
which may have different
voting rights. Owning the
majority of the shares allows
other
shareholders
to be out-voted - effective control
rests with the majority shareholder
(or shareholders
acting
in concert). In this way the original
owners of the company often still have
control of the
company.
Shareholder
rights
Although
ownership of 51% of shares
does result in 51% ownership
of a company, it does not
give the
shareholder the
right to use a company's
building, equipment, materials, or other
property. This is
because
the company is considered a legal person,
thus it owns all its assets
itself. This is important
in
areas
such as insurance, which must be in the
name of the company and not the main
shareholder.
Even
though the board of directors runs the
company, the shareholder has some
impact on the
company's
policy, as the shareholders elect the
board of directors. Each shareholder
typically has a
percentage
of votes equal to the percentage of
shares he or she owns. So as long as the
shareholders
agree
that the management (agent)
are performing poorly they
can elect a new board of directors
which
can
then hire a new management
team. In practice, however, genuinely
contested board elections
are
rare.
Board candidates are usually
nominated by insiders or by the board of the directors
themselves,
and a considerable
amount of stock is held and voted by
insiders.
Owning
shares does not mean
responsibility for liabilities. If a
company goes broke and has to
default
on loans, the
shareholders are not liable
in any way. However, all
money obtained by converting
assets
into
cash will be used to repay
loans and other debts first, so
that shareholders cannot receive
any
money
unless and until creditors have been
paid (most often the
shareholders end up with
nothing).
Means of
financing
Financing
a company through the sale of stock in a company is
known as equity
financing.
Alternatively,
debt financing (for example
issuing bonds) can be done to avoid
giving up shares of
ownership
of the company. Unofficial financing
known as trade financing usually
provides the major
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Financial
Statement Analysis-FIN621
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part
of a company's working capital
(day-to-day operational needs).
Trade financing is provided
by
vendors and
suppliers who sell their products to the
company at short-term, unsecured credit
terms,
usually
30 days. Equity and debt
financing are usually used
for longer-term investment projects
such as
investments in a
new factory or a new foreign
market. Customer provided
financing exists when a
customer
pays for services before
they are delivered, e.g. subscriptions
and insurance.
Trading
A stock
exchange is an organization that
provides a marketplace for either
physical or virtual
trading
shares,
bonds and warrants and other financial
products where investors (represented by stock
brokers)
may
buy and sell shares of a
wide range of companies. A company will
usually list its shares by
meeting
and
maintaining the listing requirements of a
particular stock exchange and the
different.
Arbitrage
Trading
Although
it makes sense for some
companies to raise capital by
offering stock on more than one
exchange, in
today's era of electronic trading, there
is limited opportunity for
private investors to make
profit
on pricing discrepancies between one stock
exchange and another. As such,
arbitrage
opportunities
disappear quickly due to the efficient nature of the
market.
Buying
There
are various methods of
buying and financing stocks.
The most common means is
through a stock
broker.
Whether they are a full
service or discount broker, they arrange
the transfer of stock from a
seller
to a buyer. Most trades are
actually done through brokers listed
with a stock exchange.
There
are many different stock brokers
from which to choose, such
as full service brokers or
discount
brokers.
The full service brokers usually
charge more per trade, but give
investment advice or more
personal service;
the discount brokers offer little or no
investment advice but charge
less for trades.
Another
type of broker would be a
bank or credit union that
may have a deal set up with
either a full
service or
discount broker.
There
are other ways of buying stock
besides through a broker.
One way is directly from the
company
itself.
If at least one share is
owned, most companies will
allow the purchase of shares
directly from the
company
through their investor
relations departments. However, the
initial share of stock in the
company
will have to be obtained through a
regular stock broker. Another
way to buy stock in
companies
is through Direct Public
Offerings which are usually
sold by the company itself. A
direct
public
offering is an initial public
offering in which the stock is purchased
directly from the
company,
usually
without the aid of brokers.
When
it comes to financing a purchase of
stocks there are two ways:
purchasing stock with money
that
is
currently in the buyers ownership, or by
buying stock on margin. Buying stock on
margin means
buying
stock with money borrowed against the
stocks in the same account. These
stocks, or collateral,
guarantee
that the buyer can repay the
loan; otherwise, the stockbroker
has the right to sell the
stock
(collateral)
to repay the borrowed money. He
can sell if the share price
drops below the margin
requirement,
at least 50% of the value of the
stocks in the account. Buying on margin
works the same
way
as borrowing money to buy a
car or a house, using the
car or house as collateral.
Moreover,
borrowing
is not free; the broker
usually charges 8-10%
interest.
Selling
Selling
stock is procedurally similar to buying
stock. Generally, the investor wants to
buy low and sell
high,
if not in that order (short
selling); although a number of reasons
may induce an investor to
sell at a
loss,
e.g., to avoid further
loss.
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Statement Analysis-FIN621
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As
with buying a stock, there is a transaction fee
for the broker's efforts in arranging the
transfer of
stock
from a seller to a buyer.
This fee can be high or low
depending on which type of
brokerage,
discount
or full service, handles the
transaction.
After
the transaction has been made, the
seller is then entitled to
all of the money. An important
part of
selling
is keeping track of the earnings.
Importantly, on selling the stock, in
jurisdictions that have them,
capital
gains taxes will have to be paid on the
additional proceeds, if any,
that are in excess of the
cost
basis.
==Stock
price fluctuations The price
of a stock fluctuates fundamentally due to the
theory of supply and
demand.
Like all commodities in the
market, the price of a stock is directly
proportional to the demand.
However,
there are many factors on basis of
which the demand for a
particular stock may increase
or
decrease.
These factors are studied
using methods of fundamental analysis and
technical analysis to
predict
the changes in the stock price.
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