Equity capital of a joint-stock company. Denis Shevchuk International Accounting (IFRS). Increase in the authorized capital of JSC

LECTURE #12

Lecture plan:

1 Joint stock companies: genesis, content, evolution.

2 The essence of share capital and forms of its manifestation.

3 Securities: essence, role, main types. Issues of corporatization in a transitional economy.

In this topic, attention should be paid to the assimilation of a complex of problems related, firstly, to the process of emergence and evolution of joint-stock companies; secondly, with the essence, forms of manifestation of share capital and its significance in market economy; thirdly, with the specifics of the formation of joint-stock companies in a transitional economy.

Retrospective analysis economic processes shows that with the development of the banking system and credit relations, inextricably related education joint-stock companies (companies). In countries with developed market relations, the bulk of the mass of commodities belongs to joint-stock companies, that is, those that do not belong to an individual capitalist entrepreneur, but to a group of capitalist shareholders. Yes, in countries with a market economy, joint-stock forms of farming account for 30-40% of production assets.

The economic and social function of corporatization has been playing a significant role in economic life for more than a century. The main thing in which modern joint-stock property reveals itself is the mechanism for creating a flexible system of economic relations between economic entities, which are formalized in the form of cross and chain ownership of shares.

1. Joint stock companies: genesis, content, evolution

Joint-stock companies arose quite a long time ago, which was predetermined primarily by the needs for the development of productive forces at the appropriate stage in the evolution of capitalist production *.

* The first joint-stock companies arose in England (the English East India Company, in 1600) and in Holland (the Dutch East India Company, in 1602). Then, in the XVII and XVIII centuries. joint-stock companies were created in France, Germany, Denmark and other countries. In the 19th century such societies got significant distribution, and in the XX century. the joint-stock form of enterprises has become dominant in all developed countries. In SENA, for example, joint-stock companies currently account for more than 90% of the gross industrial output.

Over time, the creation of large, technically well-equipped enterprises with a significant share of fixed capital and long periods construction required significant capital investments, which far exceeded the funds individual entrepreneurs-capitalists. At the same time, even a bank loan could not unleash the emerging contradictions. First, a bank loan can be granted to an individual capitalist in amounts that do not exceed the value of his own property because the return of the loan must be guaranteed. Secondly, a bank loan, as a rule, is granted for a certain limited period. That is why the need arose for a special form of centralization of capital, which is capable of overcoming these limits of bank credit. Joint-stock companies are such a form.

Reasons for the emergence and essence of joint-stock companies

The emergence of joint-stock companies (JSC) is associated with the development and improvement of productive forces. The concentration and specialization of production gradually expanded the scale of economic ties between enterprises. The increase in production volumes required the search for new ways to deliver goods to their destination. Outdated modes of transport were replaced by more advanced ones, the operation of which was associated with large investments. Consequently, one entrepreneur was not always able to finance the entire range of works (for example, construction railway, open-hearth furnaces, etc.). Objective need for further improvement technical means production was intensified by the desire of entrepreneurs to receive each time a greater return on invested capital.

Thus, the main reason for the emergence of joint-stock companies lies in the contradiction between the growing volume of production and the limited size of individual capital. Along with this, one should weigh the constant competitive struggle and contradictions in the capitalist class. On the one hand, the struggle continued between different groups of functioning capitalist entrepreneurs for priority obtaining profitable loans from banks. On the other hand, there was also a struggle between functioning entrepreneurs and owners of borrowed capital for the distribution of profits (that is, for the size of their income). It should also be noted that social production develops unevenly, in the form of economic cycles, which predetermines the uneven supply of loanable capital. The above reasons force entrepreneurs to conclude agreements on the foundation of joint-stock companies and the mobilization of capital through the issuance (emission) of shares.

Joint-stock companies are, as a rule, capitalist enterprises based on shares. To obtain the right to create such a society, its grunderi, that is, the founders (usually, these are big capitalists), must first collect the appropriate amount of money. The specific amount of this capital, the procedure for approving the charter and the entire procedure for founding joint-stock companies are governed by the laws of each country.

A share is a security that indicates the contribution of a share in capital joint-stock company, which gives the shareholder the right to receive a corresponding income in the form of a dividend, which represents a part of the profits of the joint-stock company.

After the share capital collected by the Grunders has reached the size provided for by the charter and the company is registered, a general meeting of shareholders is convened, at which the board of the company, the supervisory board and the audit commission are elected. At the annual general meeting shareholders hear the board's report and approve the balance sheet.

Formally, the supreme body of a joint-stock company is the general meeting of shareholders. However, in practice, the company is managed by a group of large shareholders who own a controlling stake (theoretically, a little more than 50%), that is, such a part of the shares that makes it possible to fully control and dispose of the company's activities. Experience shows that a controlling stake does not have to be more than half of the share capital, sometimes even 20-25% or less is enough. This is due to a number of circumstances: first, the fact that not all shares give the right to vote; secondly, with a significant increase in the number of members of joint-stock companies (dispersion of shares); thirdly, as a rule, a significant part of small and medium-sized shareholders, as well as shareholders who live in remote areas or abroad, do not take part in the work of the general meeting.

The evolution of joint-stock companies

Joint-stock companies in their development have gone through several stages with characteristic features characteristic of each of them.

Yes, the distinguishing feature of the creation of joint-stock companies at the first stage was that at that time funds of direct workers, that is, people whose labor created benefits, were not involved in such events. Societies were formed, as a rule, by the rich sections of the population. Bankers, industrialists, merchants, that is, those who owned wealth, participated in their creation.

The formation of joint-stock companies, as well as the development of productive forces, has little evolutionary character. Therefore, it is difficult to draw a clear line between the stages. But in the economic literature it is generally accepted that the distinction between the first and second stages falls on the 50s of the XX century.

The second stage of JSC development is characterized by the fact that, although the purpose of their creation remained the same - obtaining high incomes for shareholders, the reasons that led to their foundation were different than before. One of them is a deep crisis that arose in the late 1920s and early 1930s. She forced to reconsider many of the theoretical provisions that existed until then. In particular, theories arose that recommended regulating the economy through planning. V Western countries began to use elements of planning more widely, which is why the existing joint-stock companies contributed.

Yes, practice has proven that even with incomplete use of production capacity, the owners of joint-stock companies can make a profit if they skillfully combine the volume and range of products with their selling prices. At this stage, the role of marketing increases significantly, which, in turn, allows societies to ensure greater profits.

At this stage, the issue of so-called small shares among employees of enterprises and other segments of the population acquires sufficient distribution. This phenomenon has been called the “democratization of capital”. At one time, such a policy of "dispersing" shares among the general population was absolutized both in Western and Soviet economic literature. However, the socio-economic conclusions regarding this were diametrically opposed. Yes, Western economists argued that this way of developing joint-stock companies leads to smoothing the lines between capitalists and other workers, since the latter, buying small shares, themselves become capitalists (owners of enterprises). Such a socio-economic system, according to their conclusions, acquires the features of "people's capitalism". But the facts deny such a straightforward interpretation of this process, since the bulk of the shares (the controlling stake) is in the hands of big capital. In the early 1990s, statistics showed that one should not exaggerate social efficiency joint-stock "going to the people". Yes, at that time the record belonged to the United States, where there was one shareholder for every seven citizens. In Germany and Japan every twelfth citizen was a shareholder, in France - every fourteenth citizen.

At the same time, Soviet scientific and educational literature interpreted the theory of "democratization of capital" only as an apologetic one, the main function of which was to protect the capitalist system. However, it should be understood that from the point of view of economic content, the growth trend in the number of shareholders allows us to come to other conclusions. Yes, distribution and sale of shares brings double benefits. On the one hand, temporarily free funds of the population are attracted into circulation, and from the other, the income of the latter increases, which allows increasing the aggregate effective demand and thus also stimulating the development of production even with a corresponding increase in prices.

The entire history of the development of joint-stock companies indicates that the formation and methods of their creation have changed depending on the needs of the development of productive forces and the rational use of production factors. The main thing is that these societies were not formed by decisions from above, their appearance was predetermined by objective reasons. The qualitative and quantitative development of the productive forces and factors of production provided the material basis for their functioning.

Types of joint-stock companies

Joint-stock companies (societies) are divided into open and closed. Stock open society can be transferred from one person (physical, legal) to another without the consent of the other shareholders, that is, they can be freely sold and bought by everyone and listed on stock exchanges.

Shares of a closed company are transferred from one person to another only with the consent of the majority of shareholders, that is, they do not go on free sale and are not listed on stock exchanges.

Like any other types of enterprises, joint-stock companies have their positive and negative features. Among the positive, in addition to those mentioned, we highlight:

* the ability to significantly expand the sources of funding for their activities;

* democratization of company (enterprise) management;

* improvement of economic relations between economic entities;

* the possibility of prompt construction of new enterprises using the accumulated funds, which weakens the disproportion in the economy and helps to reduce trade deficit;

* accelerating the process of intersectoral transfer of capital and the introduction of scientific and technological revolution in these sectors;

* strengthening the interest of workers in the results of their own labor, as well as the possibility of a certain overcoming of their alienation from ownership of the means of production and the created product, etc.

The main negative features of joint-stock companies are: possible loss of shares by small shareholders (and not only them) during economic crisis; increased dependence and control of smaller joint-stock companies on more powerful ones; use of the joint-stock form as a means of forced buyout of unprofitable branches, workshops and other economic structures; the growth of the mass of fictitious capital and the possibility of financial fraud and the like.

2. The essence of share capital and the forms of its manifestation

The ownership of joint-stock structures is formed by merging the capitals of their founders, as well as by issuing and selling valuable papers. In terms of material content (objects), joint-stock companies are represented in the means of production (machines, equipment, buildings, etc.), research organizations, licenses, patents, and the like. From the point of view of the social form (property relations), they are characterized by relations between the founders, employees, owners of shares, the state, financial and credit institutions regarding the appropriation of a part of the additional product in the form of founding profit, dividend, payment of taxes to the state, etc.

In the structure of equity capital (property) allocate own and borrowed capital. The first consists of funds received from the issuance and sale of securities and reserve capital, which is formed as a result of deductions from profits and their investment in production. Equity may also increase from further share issues. Borrowed capital is formed from a bank loan and funds received from the issuance of bonds.

Joint-stock companies, accumulating large capitals by issuing and selling shares, at the same time are not obliged to return them after an appropriate period, as with an ordinary bank loan. The possibility of this form of centralization of capital was prepared by the entire previous course of the development of capitalism. The downward trend in the rate of profit that took place, and other factors, contributed to the formation of money capital, which did not find profitable use due to the fact that these capital were insufficient for organizing large, competitive enterprises. The owners of these capitals were forced to lend them at the usual rate of interest. In order for small money capitals to be used in the sphere of production, they had to be pooled. This centralization of capital was achieved in the form of share capital.

Fictitious capital and its differences from real

In a market economy, there is also the so-called fictitious capital. Such capital is presented in securities (shares, bonds) and entitles its owners to receive income in the form of dividends and interest. It carries out independent movement in the securities market, where they are sold and bought. Fictitious capital got its name because it creates the illusion that all securities are real (real) capital and generate income, without being directly related to recreation.

However, securities by themselves do not create value(s). At the same time, as you know, they give the right to appropriate part of the profits. Quantitatively, the amount of capital invested in securities in capitalist countries is several times greater than the amount of capital invested directly in the sphere of production, trade and banking.

Fictitious capital is not a separate part industrial production and does not perform specific functions in the process of movement of real capital and self-growth of the latter. Moreover, the movement of these capitals can be carried out in opposite directions.

Consequently, there is a kind of dualization of capital. On the one hand, there is real capital, on the other hand, its reflection in securities. Real capital functions in the process of production, while securities begin their special "life", independent movement on the stock exchange as fictitious capital.

One of the features of real capital is that after the cycle is completed, it returns to its owner. The owner of the shares, as noted earlier, has no right to return his money capital. To get it, he must sell shares on the securities market. At the same time, he can receive more or less than he invested in shares, but in any case, the money capital of the shares of actually functioning capital is not returned. Real capital may not yet complete its cycle; at the same time, the owner of the shares, having sold them, will already turn over his money capital. Here one should also understand the following: fictitious capital arises on the basis of real (real) capital, since in the absence of the latter, which “generates” profit, fictitious capital could not arise and develop, which claims to receive the corresponding part of the profit, but does not itself creates*.

Fictitious capital is a commodity that turns into a market and has a price. It, as noted, moves outside the circulation of the real capital invested in production. It is important to emphasize that fictitious capital is not something accidental to capitalism. It naturally develops on the basis of borrowed capital. All securities are title to income, that is, for their economic entity are documents that reflect the movement of borrowed capital.

But capital loaned is in most cases used by the functioning capitalist and recreated in the process of circulation of industrial capital, and then returned to the owner with interest. Fictitious capital, on the other hand, has no direct relation to the movement of industrial capital. After the initial issue of shares, when the capital equals their value, and the movement begins as real, the securities enter the market (stock exchange) and become the object of purchase and sale, regardless of the real course of reconstruction. The same share can be bought and sold dozens of times. This feature of fictitious capital is typical for all its forms: bills of exchange, pledge obligations, shares, bonds and other securities that arise in connection with loan agreements (operations).

In general, fictitious capital quantitatively exceeds borrowed capital, and their movement does not converge. At the same time, the amount of borrowed capital affects the income that it brings. Fictitious capital itself depends on income.

Shareholding Models

With an appropriate degree of conditionality in the economic literature, two basic models of joint-stock ownership that currently exist are distinguished. The first is the so-called Anglo-Saxon

a model where 20-30% of immobile shares remain in the hands of a few owners for a long time and form controlling stakes. At the same time, 70-80% of the shares are mobile, easily pass from hand to hand as an object of retail trading on the stock market.

* The peculiar connection of these capitals can be figuratively illustrated in this way. Just as the shadow does not exist without an object, so fictitious capital does not exist without real capital. The movement of fictitious capital distorts and misrepresents the movement of real capital. When it is hypothetical, for example, to assume that all securities were taken by aliens to another galaxy, their owners undoubtedly experience great losses, but real capital will not suffer from this.

The second model is called continental. In this case, 70-80% of the shares are concentrated with permanent shareholders, and 20-30% of them come to the market and are considered by investors as an object of temporary investment.

The fundamental difference between these two models of share allocation lies in the role played by their market. The first model assumes that it is possible to form new controlling stakes from shares that turn into an exchange. The exchange acts here as a control market, which makes a part of each open joint-stock company directly dependent on the efficiency criteria inherent in this market, the highest of which is the share price.

The second model provides for less mobility of shares from one owner to another, and therefore a lower probability of losing a controlling stake.

Taking into account the trends that are typical for corporatization in Ukraine, one can foresee the following: it will lead to the formation of a second, continental model of share ownership.

The joint-stock form provides the owners of shares in some cases with a higher actual income than ordinary interest, in others - hope for it. This makes investing in stocks more attractive than conventional borrowing.

Profits of a joint-stock company and their distribution

Joint-stock enterprises are characterized by a number of advantages in comparison with individual capitalist enterprises. Shareholder form opens up opportunities highest concentration production and thereby allows you to realize the benefits big business. That is, the creation of a joint-stock company leads to the formation of a special, so-called founding profit. This profit is formed as the difference between the amount received from the sale of securities at the exchange rate and the value of the real capital invested in the company *. This type of profit arises in all cases when a new joint-stock company is founded or individual capitalist enterprises are transformed into joint-stock ones.

* The mechanism of formation of this profit is as follows. It is acceptable that a joint-stock company is founded with a real capital of 1 million dollars. For this amount, the founders issue shares. If, for example, an annual fund of profits (for the payment of dividends) is provided, which are distributed among shareholders, equals 90 thousand dollars, and the loan interest is 3, then in this case the shares for 1 million dollars. will be sold for Out of millions of dollars. Of this amount, 1 million dollars. will be used to replace the expenses of the founders on real capital investments, and 2 million dollars. will represent the profit that will be appropriated by the founders.

Founding profit is one of the forms of profit, which is basically capitalized entrepreneurial income.

Shareholders, as a rule, do not claim to receive an average profit, but are satisfied with a dividend, the value of which (when the dividend is compared not to the face value of the shares, but to its market rate) is close to the usual loan interest. The purchase of a share is regarded as the use of capital as capital - property.

Thus, if a joint-stock company provides all shareholders with a dividend equal to a percentage, it can continue to operate. In a period of intense competition, predetermined by problems in the sale of goods (services), JSCs can discount shares and sell their products at the level of production costs plus interest. It is clear that the income of joint-stock enterprises under these conditions is significantly reduced and, moreover, the payment of dividends may stop altogether. But the share capital continues to function.

It should also be noted that the shareholders are not liable with all their personal property for the activities of the company. They have only limited liability to the extent of the contributed share, that is, the amount paid for the shares. When such a company fails, its own capital and reserve capital are used to meet the claims of creditors, and only the balance, if any, is paid by the shareholders. The owner of a share has no right to demand from the joint-stock company the return of the value of the shares beyond their face value. At the same time, he can sell a share on the securities market - the stock exchange.

The distribution of the received profit is carried out by the decision of the board of the joint-stock company. At the same time, part of the profit is used to expand the scale of production and replenish the reserve capital, another part of it is directed to pay salaries and bonuses (bonuses) to the management personnel of joint-stock companies, and a certain part is paid to the state in the form of taxes and interest to creditors. After all these deductions, the profit that remains is distributed among the shareholders in proportion to the number of shares owned by them. This residual part of the profit forms the dividend.

The amount of the dividend is not once and for all given and constant. It can increase or decrease depending on the total amount of profit received by the joint-stock company, and on the amount of profit that is distributed among shareholders. In real practice, the total amount of profit can grow, while the amount of profit that is distributed among shareholders, remain unchanged or even decrease. It depends on the chosen strategy and development prospects of the joint-stock company. In certain periods, the total amount of profit may remain the previous one, and the amount of profit that is distributed may increase due to the previously accumulated reserve capital.

The decision on which part of the profit will be distributed among the owners of shares, and which part will be used for other purposes, is made by the board of the company. The decisive role here belongs to the owners of the controlling stake.

3. Securities: essence, role, main types. Issues of corporatization in a transitional economy

Securities, from the point of view of the direct characteristics of the share capital, are certificates of participation in the capital of a joint-stock company, the main ones among which are shares and bonds.

Share price and their types

The amount of money that is marked on the stock is called the face value of the stock. It expresses from the very beginning the assessment of the share at the foundation of the company. The price at which shares are bought and sold on the securities market is called the share price.

How is the share price determined?

The buyer buys the shares in order to receive the corresponding income in the form of a dividend. The higher the dividend, the higher the stock price, and vice versa. On this side, the share price is directly proportional to the amount of the dividend. On the other hand, when buying shares, at the same time they expect to receive an income on their capital no less than what they could receive if they loaned their capital for ordinary bank interest. That is, the buyer decides to pay for the share such an amount of money that, when depositing it with the bank, will give him the opportunity to receive the same income (percentage) as the dividend for this share.

Assume that a share with a par value of $100. yields an annual dividend which represents $9, and that the interest on loan is 3, that is, for every hundred dollars invested in the bank, the depositor will receive an annual return of $3. To receive $9 annually, it would be necessary to invest in bank 300 dollars. But instead, the owner of the money can buy a share that brings in the same $ 9 in a year, paying $ 300 for it too.

The share price, therefore, is directly proportional to the amount of the dividend and inversely proportional to the amount of the loan (bank) interest, which can be expressed by the following formula:

Share price (price) = (Dividend / Loan Interest) *N

where N is the par value of the share, and the dividend is given as a percentage.

If, with the previous dividend ($9), the level of borrowing interest decreases from 3 to 2, then the share price will increase. The same share that used to cost $300 will now pay $450.

Why would buyers agree to pay several times as much for a share with a par value of $100? The fact is that, having paid such a high price, they provide themselves with an income no less, but, as a rule, more than that which they could receive by putting this amount in the bank. In addition, buyers hope that, given the development of the joint-stock company, the dividend will exceed the usual (average) loan interest.

Attention should also be paid to this circumstance. Although on average the share price is equal to the capitalized (on the basis of loan interest) dividend, at any given moment it directly depends on the ratio between supply and demand for these shares.

To determine the movement of the share price on the stock exchanges, a "share price index" is determined. It is calculated as a weighted average for a certain range of shares. This circle includes a different number of companies. Yes, according to the rule for calculating the stock index of the New York Stock Exchange (it is called the Dow Jones index), the base of the index includes 30 industrial, 15 railroad, 15 utility companies. Declines in this index are perceived as a sign of a worsening economic situation.

There are named and bearer shares (the difference between them lies in the process of registration and sale), ordinary, or ordinary, and preferred (they differ in the method of payment of dividends and their size), as well as polyphonic, single-voiced and voiceless (which are delimited by the possibility of their owners to participate in the management of society) *.

*This is the generally accepted classification of stocks in a market economy. In Ukraine, at the beginning of the transformation of the administrative-command system into a market one (before January 1, 1992), the following categories of shares were issued: shares of the labor collective; company shares; shares of joint-stock companies. From January 1, 1992, the issue of shares of labor collectives and enterprises was discontinued, but they could turn into a market for another five years. By the marked date, enterprises (organizations) that have issued said shares, had to buy them back or replace them with other securities provided for by the Law of Ukraine "On Securities and the Stock Exchange".

From the point of view of the economic content of shares, their division into preferred and ordinary shares deserves attention. Preferred shares guarantee a corresponding (fixed) annual dividend. At the same time, for ordinary (ordinary) shares, its value is not established.

Preferred shares give the owner the right: to receive priority income in the form of a fixed dividend to the par value of the shares; to compensate for the income shortfall due to the reduction in the JSC's profit in the corresponding year (at the expense of the reserve fund); for priority participation in the distribution of property of a joint-stock company in the event of its liquidation.

Owners of preferred shares do not have the right to participate in the management of the company (company), unless otherwise provided by its charter*.

Considering that the owners of ordinary or ordinary shares bear a greater risk (than preferred ones) associated with the activities of the company, they are given the right to elect members of the board and decide other issues at the general meeting of shareholders.

The dividend can be paid: every quarter, every six months or every year; stocks (profit capitalization), bonds and commodities. Shareholders may be issued a share certificate (security), which certifies the possession of the person named in it a certain number of shares of the company.

The total nominal value of the issued shares constitutes the statutory fund, which, for example, according to the Law of Ukraine “On Business Companies” (Article 24), cannot be less than the amount equivalent to 1,250 minimum wages, based on the minimum wage rate in force at the time of the creation of the joint-stock company.

Bonds

"And To increase the amount of capital, in addition to shares, joint-stock companies issue bonds." Bonds are securities that entitle their holders to receive an annual guaranteed income. Bonds, like stocks, turn into a securities market

* According to the current legislation of Ukraine (the Law of Ukraine "On Securities and the Stock Exchange"), the authorized capital of a joint-stock company at the time of its foundation must consist of a specified number of ordinary shares. Preferred shares cannot be issued for an amount that exceeds 10% of the authorized capital. The issue of shares is carried out in the amount of the authorized capital of the joint-stock company or for the entire value of the property of the enterprise (state), which is transformed into a joint-stock company. An additional issue of shares is possible if all previously issued shares are fully paid at a value not lower than their par value.

According to the Law of Ukraine "On Securities and the Stock Exchange" (Article 11), joint-stock companies can issue bonds for an amount not exceeding 25% of the authorized capital and only after full payment for the entire number of issued shares and have their own exchange rate, which fluctuates under the influence of changes supply and demand and interest rates.

Unlike stocks, bonds do not give the right to vote in resolving the affairs of a joint-stock company, and the income paid on them, as a rule, does not exceed the usual percentage. The value of the bonds is redeemed by the joint-stock company at the end of the relevant term.

Stock exchange: essence, basic operations

The stock exchange is a specialized financial institution that concentrates the purchase and sale of securities, contributes to the formation of their exchange rate. The exchange is created as a joint-stock company, the founders of which can be securities traders who have permission to carry out commercial and commission activities *.

The main operations of the stock exchange are: accounting for securities and providing recommendations on setting the initial quotation price; organizing the execution of agreements on the purchase and sale of securities; execution of centralized mutual settlements within the exchange securities market; implementation of centralized information support and exchange rate control; ensuring legal registration of agreements, etc.

The stock exchange plays a significant role in the activation and rationalization of the processes of formation and functioning of market relations. Unfortunately, for all the years of market transformations in Ukraine, this type of exchange activity has not received proper distribution. There are many reasons. This is the conceptual "freezing" of the processes of denationalization and privatization, which does not activate the investment attractiveness of the primary securities market; and indestructibility of the organizational design of their secondary market; and insufficient payment demand of domestic and unreliable protection of the rights of foreign investors and the like. Absent and clear legal support for securities quotation mechanisms.

Therefore, the activities of stock exchanges in Ukraine should be coordinated to achieve an appropriate level of centralization on a national scale, which is the focus of the corresponding concept adopted by the Verkhovna Rada of Ukraine (September 1995). The process of centralization is also characteristic of the functioning of world-famous exchanges. Yes, at the beginning of May 2000, representatives of the London and Frankfurt stock exchanges announced their intention to be angry at the international stock exchange.

* Members of the exchange can be legal entities and individuals who have paid for the "place" the appropriate amount of money, often quite significant.

The British-German formation, which will control nearly $4.3 trillion in share sales, will be the largest in Europe and fourth in the world after the New York Stock Exchange, Tokyo Stock Exchange and NASDAQ, which trades shares of technology firms. At the same time, the participants in this "marriage" - former rivals - will have a "division of labor": the shares of the found companies will be sold in London, and the shares of high-tech firms - in Frankfurt.

The process of corporatization in Ukraine: ways, problems

It was justified above that the creation of joint-stock companies in developed countries is associated with the evolutionary development of productive forces, which, in turn, influence the formation of joint-stock relations, making changes to their structure. In Ukraine, the sudden emergence of such relations was not associated with an increase in the technical level of production. Under such conditions, joint-stock companies are not able to ensure the growth of real incomes of workers, peasants, employees, and even domestic nouveaux riches. Making changes to the system of joint-stock relations without adequate processes in the technical structure of production leads to an imbalance in the economy. New names, no matter how attractive they may be, remain an empty sound if they are not backed up by appropriate material conditions.

Economic theory and practice confirm that the receipt of tangible dividends can be ensured under two circumstances:

1. Subject to the introduction of more productive equipment into production, advanced technology, which leads to a reduction in production costs and an increase in profits at constant prices.

2. By raising prices, which ensures an increase in profits even with an increase in production costs.

Joint-stock companies in Ukraine are deprived of the opportunity to achieve an increase in profits in the event of price stability due to the technical re-equipment of production. Then they succeed only in a one-time price increase, which, of course, affects financial situation the general population, including shareholders. There is no need to hope that an accelerated renewal of fixed production assets will take place, because most of the enterprises that produce tools are morally and physically obsolete, do not work at full capacity, or even completely idle. Banknotes alone, no matter how high their nominal value, cannot reconstruct production.

Consequently, the priority direction of the entire economic policy should be not the quantitative increase in joint-stock companies, but the technical improvement of social production.

In Ukraine, at the beginning in 2000, there were about 20 million shareholders (whereas, for example, in Germany - only 4.5 million). Such a huge dispersal of ownership did not allow to concentrate the controlling stakes necessary for effective management enterprises. This model was the result of the decision of the national "market reformers" on certificate privatization, that is, the decision, or rather the slogans of the "distribution of property." We got a huge number of pseudo owners, but we never had an effective owner. Moreover, millions of our "shareholders" do not even know where and how their ephemeral shares "work" and that they can sell the latter. As a result of such privatization, we really did not get new real owners in the person of newly appeared real shareholders.

The development of joint-stock companies in Ukraine should be facilitated by the implementation of an effective state policy of corporatization. According to the Decree of the President of Ukraine "On corporatization of enterprises" (dated June 15, 1993), corporatization is the transformation of state enterprises, associations, closed joint-stock companies (with predominantly state capital) into open joint-stock companies. The essence of corporatization is that the ownership of the enterprise, its financing remain state. State bodies the management of the corporation is also appointed, but management changes. The corporation gains more complete economic independence in relation to the production process and control over it. It combines the privileges of state ownership and the advantages of private management.

At the same time, when carrying out the corporatization process, it should be taken into account that the international expansion of the joint-stock form of entrepreneurship needs not only attention from the relevant state institutions of Ukraine, but, first of all, a well-thought-out course that would block the channels for illegal business, but would not interfere with honest business, would not target it for illegal actions.

Literature:

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2. On entrepreneurship: Law of Ukraine of 07.02.1991r. #698 of the changes. But add. On 01.01.1998// Galician contracts. Zoshit2.-1998.-No.10.-p.129-135.

3. On enterprises in Ukraine: Law of Ukraine dated March 27, 1991. No. 887 of the changes. but add. on 04/01/1998 / / World of Accounting. - 1998. - No. 4. - p. 46-61.

4. The course of economics M., 2000.-Gl.8,14.

5. McConnell Campbell R., Bru Stanley L. Economics: principles, problems, politics: In 2 volumes: Per. from English - M.: Respublika, 1992.-Ch.24.

6. General economic theory (political economy): Textbook / Ros. economics acad. G.V. Plekhanova, Vidyapin B.N., Zhuravlinaya G.N. et al.-M., 1995.-Ch.7.

7. Fundamentals of economic theory / Ed. S. Mocherny.-Ternopil, 1993.-Ch.7.

8. Fundamentals of economic theory. Political and economic aspect.-K., 1994.-Rozd.20.

9. Pindike R., Rubinfeld D. Microeconomics.- M., 1992.-Ch.7,8.

10. Sanina M.A., Chibrikov G.G. Fundamentals of economic theory. - "., 1995.-Ch.5.

11. Economic theory: Proc. allowance// E.M. Vorobyov, A.A. Gritsenko, M.N.Kem and others-Kh.: Fortuna-Press, 1997.-Ch.3

Entrepreneurial activity brings a good income and improves the well-being of people, and also allows you to actively develop in various areas of life. However, the existing competition among entrepreneurs creates conditions under which it is necessary to actively fight for each client.

Entrepreneurial activity is strictly controlled on state level. To create own business, it must be registered with the authorities state power and form the authorized capital.

The concept, functions and content of the authorized capital of a joint-stock company

One of the fundamental categories of corporate law is the definition authorized capital.

In accordance with the provisions of Art. 99 of the Civil Code of the Russian Federation, the authorized capital is understood as the amount in monetary terms, which is equal to the total price of all shares that were acquired by the participants in the company.

Based on this definition, the authorized capital cannot be attributed to property values.

In this case, various financial resources used to pay for the purchase of shares. In this context, the authorized capital will be a conditional value, the amount of which is tied to a specific period of time. And this leads to the fact that the nominal and actual value of all shares in total terms may not coincide.

Given the well-known circumstances, the authorized capital of the company is quite reasonably qualified as a permanent accounting code, the main task of which will be the expression of property in monetary form. That is, the authorized capital is a certain property value, the size of which is shown in monetary terms.

The authorized capital performs three main functions:

  • Warranty. The organization is liable to shareholders within the limits of the property in monetary terms, which belongs to the joint-stock partnership;
  • Distribution. With the help of the authorized capital, the equity parts of the capital are determined, which belong by right of ownership to the shareholders or founders. This determines the payment of dividends that each of the founders will receive in the course of their activities;
  • Financial support. The total amount of property forms the material base of the company, which, if necessary, can be attributed to the fulfillment of obligations to creditors.

Minimum values ​​of the authorized capital of a joint-stock company

The minimum size of the authorized capital in accordance with current legislation is determined in agreement with all the founders of the organization and is fixed in the statutory documentation. But at the same time, the total amount of capital should not be below the limits that are established at the state level.

Over time, there may be an increase in the authorized capital of the joint-stock company. However, this is possible only in cases where these requirements are provided for by the charter of the company.

The law determines that the minimum authorized capital for a JSC will depend on its type. For open-type partnerships, it is equal to 1000 minimum wages, and for closed-type joint-stock companies - not less than 100 minimum wages.

On average, the minimum amount of the authorized capital in joint-stock companies is:

  • 10 thousand rubles for LLC and non-public companies;
  • 100 thousand rubles for PJSC;
  • 5,000 minimum wages for state-owned organizations;
  • 1000 minimum wages for municipal joint stock partnerships.

If the size of the authorized capital is higher than specified in the legislation, then this should be noted in the charter. In addition, if in the future it is planned to increase the authorized capital of a joint-stock company, then this should also be noted in the statutory documentation.

Any change that relates to the statutory fund must be displayed in accordance with legal requirements.

Regulation of the value of the net assets of a joint-stock company

Despite the fact that many users believe that the concepts of "authorized capital" and "net asset" are identical with each other, in reality this is absolutely not the case.

The authorized capital is a monetary expression of the property that should be in the enterprise. At the same time, actual data on cash assets may differ significantly.

At the same time, net assets are the actual price of all property owned by a joint-stock company. However, even here there are some nuances.

The size net assets is formed exclusively with the deduction of all debt obligations of the joint-stock company. Therefore, it can be concluded that net assets act as warranty obligation for all transactions of the organization that are associated with accounts payable and debt.

If it is determined that the company has a large number of debts and their payment on account of the net asset value is impossible in principle, then this will be considered a violation of the rights of the creditor, and they will have the right to file a claim for compensation of all damage to the courts. The order of this procedure is also regulated by the valid legal framework.

Depending on the ratio of net assets and debt obligations in monetary terms, the authorized capital may also be subject to some changes.

In particular, if the amount of net assets is insufficient, the authorized capital may be partially transferred to fulfill obligations and be reduced.

If the amount of capital decreases, the payment of dividends to the founders will take place in a different order and in a reduced form. In any case, the formation of the authorized capital of a joint-stock company and the basic procedure for this procedure takes place with the active participation of all participants in the structure in compliance with all legal requirements.

If the total cash equivalent of the net asset significantly exceeds all debt obligations, then in this case the authorized capital can be increased, which will bring additional dividends to all shareholders of the company.

Limiting the number of total nominal value of shares or the maximum number of votes held by one shareholder

All issues related to the authorized capital of a JSC are considered by the provisions of Article 99 of the Civil Code of the Russian Federation.

The requirements of the current legal framework state that a joint-stock company has the right to issue an unlimited number of shares. However, this should be noted in the statutory documentation. As for the distribution of votes among shareholders, everything here will also depend on the internal policy of the company.

In some situations, the state sets restrictions.

In particular, shares cannot be owned by one person, and the composition of the founders of a joint-stock company must be more than two participants.

All features this issue are regulated in accordance with Article 99 of the Civil Code of the Russian Federation. However, one should not forget that in most cases JSCs independently determine and establish the procedure for issuing shares in the organization, their total amount in monetary terms and discuss their distribution among all the founders of the company.

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Authorized capital

Is it possible to spend the authorized capital of a JSC for personal needs of a JSC

Rustam 23.05.2019 11:13

Good afternoon! Funds received in payment of the authorized capital can be spent. When accruing and paying wages to employees and insurance premiums, the amount of the authorized capital does not decrease.

Rationale for the conclusion:
Joint stock company - organizational and legal form legal entity relating to commercial organizations (clause 2, article 50 of the Civil Code of the Russian Federation, clause 1, article 2 of the Federal Law of December 26, 1995 N 208-FZ "On Joint Stock Companies" (hereinafter - Law N 208-FZ).
The authorized capital of a joint-stock company determines the minimum amount of the company's property that guarantees the interests of its creditors. It cannot be less than the amount provided for by the law on joint-stock companies (Article 99 of the Civil Code of the Russian Federation).
For commercial organizations the purpose of creation is to implement entrepreneurial activity aimed at systematically making a profit from the use of property, the sale of goods, the performance of work or the provision of services (clause 1, article 2, article 50 of the Civil Code of the Russian Federation).
In the process of entrepreneurial activity, the company enters into economic relations with other business entities, as a result of which it has assets (property, property rights, accounts receivable) and obligations to creditors.
The size of the authorized capital is determined by the founders (shareholders) of the company, taking into account the requirements of the law for the minimum amount of the authorized capital and the needs of the company in equity capital to start independent entrepreneurial activity.
In other words, a newly formed joint-stock company attracts funds from shareholders by placing its own shares precisely for the purpose of initially ensuring the conduct of activities aimed at generating income. From the point of view of shareholders, the acquisition of JSC shares is an investment of funds, one of the purposes of which is to receive income from the activities of the JSC in the future (dividends).
The authorized capital, as an integral part of the company's own capital, is the source of the formation of the company's property, which is reflected in the balance sheet (in liabilities). The sources of formation of JSC property reflected in the liabilities side of the balance sheet show the user of financial statements at what expense the company's property was acquired (including expenses incurred). In addition to equity capital, the source of the formation of JSC property can be borrowed capital (including bank loans, loans, accounts payable).
At the same time, all funds received by the joint-stock company in payment of the authorized capital become (clause 3 of article 213 of the Civil Code of the Russian Federation) the property of the company, which it has the right to own, use and dispose of (article 209 of the Civil Code of the Russian Federation), including spending.
Information about the company's assets is contained in the balance sheet sections "Non-current assets" (IA, fixed assets, financial investments, etc.) and " current assets"(raw materials and materials, work in progress, cash, receivables, etc.).
In the course of an organization's business activities, some assets are constantly being converted into other assets, with the total value of assets (usually) increasing. This entails an increase in equity, primarily in the form of profit, which is reflected in the liabilities side of the balance sheet. In this case, the value reflected on account 80 "Authorized capital" does not change. It always corresponds to the value of the Criminal Code, fixed in the constituent documents of the company. According to the instructions to account 80 of the Chart of Accounts, the balance on account 80 "Authorized capital" must correspond to the amount of the authorized capital recorded in the organization's constituent documents. Entries on account 80 "Authorized capital" are made during the formation of the authorized capital, as well as in cases of increase and decrease in capital only after making appropriate changes to the constituent documents of the organization. In other words, a decrease or increase in the Criminal Code can occur only in strictly defined cases and only after the state registration of such changes.
In the course of current commercial activities, cash and other property are spent and converted into other assets, that is, only the structure of the balance sheet asset changes. The sources of financing of this process, reflected in the section "Capital and reserves", remain unchanged. This continues until the formation financial result.
When implementing finished products(goods, works, services), the company receives income (sales proceeds), which (ideally) should cover the assets spent on the production and sale of products and make a profit. After-tax profit increases equity company and is reflected in the section "Capital and reserves". Thus, a situation is ensured when the company's assets exceed the size of the authorized capital.
However, entrepreneurial activity is based on risk (clause 1, article 2 of the Civil Code of the Russian Federation). Therefore, with a general focus on making a profit, the result of such an activity may be a loss if, in the course of entrepreneurial activity, received for reporting period income will be less than expenses incurred. Then the negative result formed during the reporting period will reduce the equity capital of the company. At the same time, the total value of the "Capital and reserves" section as of the reporting date will decrease by the amount of the uncovered loss. Accordingly, the value of the company's assets will also decrease.
And if the value of the company's net assets turns out to be less than its authorized capital by more than 25% at the end of 3, 6, 9 or 12 months of the financial year following the second financial year or each subsequent financial year, after which the value of the company's net assets turned out to be less than its of the authorized capital, the company twice with a frequency of once a month is obliged to place in the media, in which data on the state registration of legal entities are published, a notice of a decrease in the value of the company's net assets (clause 7 of article 35 of Law N 208-FZ). That is, this situation indicates an unstable financial position company, which all stakeholders should be aware of.
If the value of the company's net assets remains less than its authorized capital at the end of the financial year following the second financial year or each subsequent financial year, at the end of which the value of the company's net assets turned out to be less than its authorized capital, the company no later than six months after the end of the corresponding financial year is obliged to make one of the following decisions (clause 6, article 35 of Law N 208-FZ):
- on reducing the authorized capital of the company to a value not exceeding the value of its net assets;
- liquidation of the company.
This is exactly the situation when the company, by virtue of the law, is forced to make a decision to reduce the Criminal Code, register this change, after which the value reflected in account 80 "Authorized capital" should be reduced.
And if, at the end of the second financial year or each subsequent financial year, the value of the company's net assets turns out to be less than the minimum authorized capital specified in Art. 26 of Law N 208-FZ, a joint-stock company, no later than six months after the end of the financial year, is obliged to make a decision on its liquidation (clause 11, article 35 of Law N 208-FZ).

For your information:
The value of the company's net assets is estimated according to accounting data in the manner established by the Ministry of Finance Russian Federation and federal body executive power for the securities market (clause 3, article 35 of Law N 208-FZ). The value of the net assets of a joint-stock company is understood as a value determined by subtracting from the amount of assets of a joint-stock company accepted for calculation, the amount of its liabilities accepted for calculation (clause 1 of the Procedure for assessing the value of net assets of joint-stock companies, approved by order of the Ministry of Finance of the Russian Federation and the Federal Commission for the Securities Market papers dated January 29, 2003 N 10n, 03-6 / pz). Moreover, the Unified State Register of Legal Entities should reflect information on the value of the net assets of a joint-stock company as of the end date of the last completed reporting period (paragraph "f", paragraph 1, article 5 of the Federal Law of 08.08.2001 N 129-FZ "On State Registration of Legal Entities and Individual Entrepreneurs ").
Please note that the correspondence between the net assets of the joint-stock company and the value of the authorized capital is not controlled during the first year of the company's operation. that is, a decrease in the value of assets (loss) at the beginning of activity is quite normal, since the cost of initial stage often exceed income. The main thing is that in the future this situation should be overcome.
Thus, in the course of normal business activities, the decrease in the amount of the authorized capital does not occur. The need to reduce the authorized capital can arise only as a result of systematic losses.

Fedorova Lyubov Petrovna 30.05.2019 17:18

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Authorized capital of JSC

Forms of manifestation of the authorized capital of a joint-stock company

Eugene 16.07.2018 13:47

Good evening, Evgenia! This information is not enough to correctly answer the question, and it is not formulated. We invite you to the office for a consultation, where our experts will answer all your questions in more detail. For a 50% discount on a consultation legal advice 10".

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Fedorova Lyubov Petrovna 31.08.2018 01:45

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Indeed, you need to understand all the nuances, come to the consultation.

Dubrovina Svetlana Borisovna 01.09.2018 16:23

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In the balance sheet of a corporation, the share of owners is called shareholders' equity, as shown below.

Note that the equity section of the corporate balance sheet has two parts: (1) share capital and (2) retained earnings. Share capital represents the initial investment of shareholders in the corporation. Retained earnings are profits earned by a corporation since the start of business, less losses, dividends, or equity transfers.

In many countries, the amount of retained earnings is the basis for calculating the maximum possible distribution of past profits to shareholders. Retained earnings are not funds to be distributed to shareholders. Retained earnings represent earnings reinvested in the corporation.

In accordance with the principles of completeness of information reflection, the “Share capital” section of shareholders’ equity of the corporate balance sheet contains material information on the share capital of the corporation: types of shares, their nominal value, the number of shares permitted to be issued, the number of shares issued and in circulation. The information contained in the Equity section of shareholders' equity is the subject of the remainder of this chapter. A detailed discussion of retained earnings is given in the chapter on earnings and retained earnings.

Share capital

The unit of ownership in a corporation is a share. The shareholder receives a share certificate showing the number of shares in the corporation that shareholder holds. He can transfer his property as he sees fit. To transfer to another person, the owner of the share must sign the share certificate and give it to the secretary of the corporation.

In large corporations listed on specially established stock exchanges, it is difficult to keep records of shareholders. Such corporations issue millions of shares, and within a single day, several thousand shares may change hands. Therefore, such corporations often appoint independent registrars and transfer agents, which are usually banks or trust companies that perform secretarial functions. They are responsible for conducting the transfer of shares of the corporation, maintaining the register of shareholders, compiling the list of shareholders for shareholders' meetings and paying dividends.

When issuing shares, corporations often involve underwriters who act as intermediaries between corporations and potential investors. For a fee, usually less than one percent of the sale price, the underwriter secures the sale of the shares. In the equity and share premium accounts, the corporation records the amount of net proceeds from the issuance of shares, i.e. the amount paid for shares by purchasers, net of underwriter's fees, legal fees, certificate printing costs, and other costs directly attributable to the issuance of shares.

Capital authorized for issuance

In most countries, when a corporation applies for registration, the draft articles of association must specify the maximum number of shares the corporation is allowed to issue. This amount represents the capital that is allowed to be issued. Most corporations receive permission to issue more shares of stock than is necessary at the time of their incorporation. This allows the corporation to issue more shares in the future to raise additional capital.

For example, if a corporation plans to expand its operations in the future, then unissued shares, permitted in the articles of association to be issued, will be a possible source of capital. If all of the authorized capital was issued at once, then the corporation would have to apply to the state for permission to amend the charter to increase the number of shares in it authorized to be issued.

The articles of association also indicate the face value or nominal value of those shares that were allowed to be issued. The face value, or nominal value, is an arbitrary value, often established by law, which must be printed on each share. This value is reflected in the "Share Capital" accounts and represents the authorized capital of the corporation.

The authorized capital is equal to the number of issued shares multiplied by their nominal value; it is the minimum amount that can be shown as share capital. The face value, or face value, is usually not comparable to the market or book value of the shares. When a corporation is created, an entry can be made in the general ledger showing the number and description of shares authorized to be issued.

Issued and outstanding capital

Issued capital represents shares sold or otherwise transferred to shareholders. For example, a corporation is allowed to issue 500,000 shares, but the corporation may choose to issue only 300,000 shares at the time the corporation is organized. The holders of these 300,000 shares own 100% of the property of the corporation. The remaining 200,000 shares are unissued. They do not confer any rights or privileges until they are released.

Capital in circulation are shares issued and outstanding. A share is not considered to be outstanding if it has been redeemed by the corporation that issued it or returned to that corporation by a shareholder. In such cases, the number of shares issued will be greater than the number of shares outstanding. Those issued shares that have been repurchased and held by the corporation are called treasury shares, which we will discuss in more detail later in this chapter.

Ordinary shares

A corporation can issue two main types of shares - ordinary and preferred. If only one type of shares is issued, then they are called ordinary. Ordinary shares are the residual equity of a corporation.

This means that in the event of liquidation of the company, the turn to satisfy the claims of holders of ordinary shares comes only after the turn of all creditors and holders of preferred shares. Since common stock is usually the only stock that gives its holders the right to vote, it is a way to control the activities of a corporation.

SHARE CAPITAL

SHARE CAPITAL

(share capital, equity capital) 1. That part of the capital (capital) of the company, which is mobilized as a result of the issue of shares (shares). All companies must start functioning with some share capital (represented by at least two shares). Authorized share capital, registered capital or nominal capital of a company is the maximum amount for which a company has the right to issue shares in accordance with its charter. Issued share capital, or subscribed share capital, is the part of the share capital subscribed to by future shareholders. If the bids covered the entire value of the shares at par value (par value), we are talking about fully paid share capital (fully paid share capital). If shareholders have subscribed only to a part of the issued share capital, such capital is called demanded (called-up capital). In some cases, capital subscriptions are made by application, by way of distribution or with gradual payment of shares. Shares are considered fully paid only after the last installment has been paid. See also: reserve capital. 2. The part of the share capital of the company held by ordinary shareholders, although in some cases, such as under pre-emption rights, shares held by other classes of owners may be included in the share capital, as a result of which they receive the right to a share in the profits of the company and any additional assets in its liquidation. See also: shares of type A (A shares).


Finance. Dictionary. 2nd ed. - M.: "INFRA-M", Publishing house "Ves Mir". Brian Butler, Brian Johnson, Graham Sidwell et al. Osadchaya I.M.. 2000 .

SHARE CAPITAL

SHAREHOLDER CAPITAL - the fixed capital of a joint-stock company formed by issuing shares. There are: fixed capital, the amount of which is recorded in the Charter; subscription - mobilized by subscription; paid - made at the time of subscription. It is possible to issue constituent shares for an amount significantly exceeding the real value of the company's assets. The excess constitutes the founder's profit, which forms the additional capital of the firm.

Glossary of financial terms.

Share capital

Share capital - the capital of a joint-stock company formed by issuing shares and bonds. Share capital is the property of a joint stock company.
Share capital = authorized capital + any capital received from retained earnings of past periods, sales of shares above par value, etc.

In English: Shareholders\" equity

Synonyms: Equity, Net worth of the company

English synonyms: Capital stock, Equity capital

Finam Financial Dictionary.

Share capital

Finam Financial Dictionary.

Share capital

That portion of a company's capital that is raised by issuing shares. The authorized capital of a company is the maximum amount for which a company has the right to issue shares in accordance with its charter.

The share capital of a joint-stock company, the amount of which is determined by its charter. It is formed at the expense of borrowed funds and the issue (issue) of shares, through the issue and sale of shares.

Terminological dictionary of banking and financial terms. 2011 .


See what "SHARE CAPITAL" is in other dictionaries:

    share capital- Equity capital of a joint-stock company, formed by issuing shares, equal to the sum of the nominal values ​​of the shares. [JSC RAO "UES of Russia" STO 17330282.27.010.001 2008] share capital Share capital of a joint stock company … Technical Translator's Handbook

    Share capital- (Stockholders' equity, shareholders' equity, Capital stock, Share (stock) capital) - the equity capital of a joint-stock company formed by issuing shares, total assets minus the company's liabilities at the moment, ... ... Economic and Mathematical Dictionary

    - (equity capital) The part of the share capital of the company owned by the holders of ordinary shares, although in some cases, such as the pre-emption rights, shares may be included in the share capital, ... ... Glossary of business terms

    SHARE CAPITAL- fixed capital of a joint-stock company, which is formed by issuing shares. It is the authorized capital, since its size is determined by the charter of the company. A.k. also called nominal and authorized capital. A.k. this is property... Legal Encyclopedia

    Share capital- (English capital of joint stock company) the fixed capital of a joint-stock company, formed by issuing shares. There are: fixed capital, the amount of which is fixed in the charter of the joint-stock company (authorized capital); signed, i.e. ... ... Encyclopedia of Law

    Share capital is the own capital (ownership equity, net worth) of a joint stock company. It is equal to its total assets (English assets) minus total liabilities (English liabilities) ... Wikipedia

    The fixed capital of a joint-stock company, which is formed by issuing shares. It is the authorized capital, since its size is determined by the charter of the company. A.k. also called nominal and authorized capital ... Law Dictionary

    The share capital of a joint-stock company, the amount of which is determined by its charter. It is formed by issuing shares ... Big Encyclopedic Dictionary

    The fixed monetary capital of a joint-stock company, formed by issuing and selling shares. Raizberg B.A., Lozovsky L.Sh., Starodubtseva E.B. Modern economic dictionary. 2nd ed., rev. M .: INFRA M. 479 s .. 1999 ... Economic dictionary

    SHARE CAPITAL- (English joint stock (capital)) - the fixed capital of a joint-stock company, formed by issuing shares. Distinguish: fixed capital, the size of which is written in the charter of the joint stock. about va; subscription - mobilized by subscription; paid - paid in ... ... Financial and Credit Encyclopedic Dictionary

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Authorized capital (UK)- this is a certain amount of money, which is the main source of the functioning of the company, and it is worth understanding how the formation of the authorized capital takes place.

The authorized capital can be assessed from two sides - legal and economic. From the legal side, the Criminal Code is the monetary property of the enterprise, which is used to pay off creditors. On the economic side, the UK is the minimum amount of money that is required to start a business. The size of the authorized capital is established in accordance with the charter of the company.

The legislation specifies the minimum amount for the formation of the authorized capital. The size of the authorized capital is determined by the organizational and legal form of the legal entity - LLC, CJSC, LLP. For example, the UK for an LLC must be at least 10,000 rubles.

How the authorized capital is formed

The formation of the authorized capital occurs with the help of the founders of the legal entity. Data on this must be entered in a special document of the legal entity. Investments in the authorized capital of a legal entity may be made in foreign currency or in rubles. If funds in foreign currency were contributed to the authorized capital, then the cost in rubles at the MICEX exchange rate must be reflected in the documents.

Also, the authorized capital of a legal entity can be formed, in addition to cash investments, and material values ​​(furniture, office equipment), intangible assets (patents). If contributions are not made in cash, they must be valued in monetary terms.

If the value of contributions is more than 20,000 rubles, then in order to convert them into cash equivalents, an assessment must be carried out by an auditor!

If it happens with the help of cash, then they must be deposited into a savings account in a bank until the moment when the state registration legal entity. Before submitting documents for registration, you must:

Choose a bank to service the company's current account;
- determine the size of the authorized capital;
- determine how many people form the Criminal Code;
- open a savings account in this bank and deposit money there.

After the registration of a legal entity, the money from the savings account is transferred to the settlement account of the company, and they become the authorized capital of the legal entity.

Contribution of authorized capital- a rather lengthy process, but documentary evidence is not needed for it, which means that a current account can be opened immediately after the registration of a legal entity and pay the Criminal Code in accordance with the charter.

If the company's Criminal Code is formed by property, then an act of acceptance and transfer of this property as a contribution to the Criminal Code is required. But at the same time, the contribution to the Criminal Code is only possible after the registration of the company!

The charter of the company must necessarily specify the specific amount of the authorized capital and how it is paid (for example, in installments for a certain amount).

UK– the minimum amount of resources required to start a business. If it is paid in cash, it can be used to pay for the rent of the premises, wages employees, for purchases for the company.

The Company's Criminal Code is not subject to taxation. The expenses for the management company are not the expenses of the company, because they will be expenses of the founders. In addition, the UK is not the profit of the company and is also not taxed.

Since the authorized capital is formed by the founders of the company, they are obliged to contribute their personal funds or material values during its formation. If the founder is one person, then he himself contributes his funds to the Criminal Code. If there are several founders, then their share in the UK is determined as a percentage of the size of the UK.

Since the main goal of the created legal entity is profit, its founders bear the initial costs with the expectation of receiving dividends in the future, i.e. the size of the contributed share affects the amount future profit participant.

In addition, the larger the contribution, the more votes in decision-making at meetings of the community's founders.

The size of the share in the UK can also be changed, this is prescribed in the company's charter.

The size of the authorized capital of a legal entity may be changed, but may not be less than that established by law. To increase the size of the Criminal Code, a package of documents is required. The size of the authorized capital may increase at the expense of property and at the expense of additional contributions from the founders and third parties. Each of these methods has its limitations.

For example, in an LLC, it is possible to increase the size of the UK only if the company's profit has increased or additional funds have been contributed from the founders.

The authorized capital of an LLC is formed with the help of the Federal Law "On companies with limited liability». Minimum Capital for LLC - 10,000 rubles. At the time of registration of a legal entity, the Criminal Code must be paid in the amount of 50% of its size. The remaining 50% must be paid within a year after the registration of the LLC.

If the funds of the Criminal Code are paid to the cash desk of the company, then a cash receipt order is issued, and if to the current account, then an announcement is made.

Authorized capital of the joint-stock company formed according to federal law"On Joint Stock Companies". The composition of the management company of JSC is a certain number of shares. The number of shares depends on the par value of the shares and the size of the authorized capital. The composition of the management company includes shares different kind with a fixed value, and as a result, personal funds are invested as a legal entity and the funds of shareholders.

A joint-stock company must create a management company after registering the company by selling shares to certain persons. Dividends are distributed depending on the value of the shares.

This is exactly how it happens formation of authorized capital without which it is impossible to open and operate your own business.

 

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