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    Company Accounts

    Final Accounts

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    Introduction

    Limited companies are so popular compared withpartnership business.

    Limited companies enable larger businesses to beformed, and help an owner safeguard his privateassets

    The owners(shareholders) loss is only limited tothe amount of shares they bought

    The law governing the preparation andpublication of final accounts of limited companiesin Hong Kong is the Companies Ordinance ofHong Kong

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    Types of Companies

    Unlimited Company

    Limited Company

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    Unlimited Company

    Some businesses which are small in sizeor provide highly specialized professionalservices

    E.g. firms of solicitors or accountants arenot limited liability companies

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    Limited Company

    The capital of a limited company is divided intoshares

    The par valueof each share can be $1,$5 orother

    A person who buy the shares, become themember of company called shareholder

    Their liabilities of a company can be limited byshares.

    This means that shareholders are not obliged tointroduce funds to pay off the debts of thecompany beyond the amount of share capitalthey have purchased

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    Types of Limited Company

    Private Company

    Public company

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    Private Company

    The number of members is limited to 50

    Prohibited to subscribe for any shares ordebentures to the public

    Strict the right to transfer its shares

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    Means of funding

    Share Capital

    Debentures

    Reserves

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    Types of Share Capital

    Preference Shares

    Ordinary Shares

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    Preference Shares

    Preference shares are entitled to a fixedpercentage of dividends before anyordinary dividends are paid

    They usually do not have voting rights The different types of preference shares

    are:

    Cumulative preference shares

    Non-cumulative preference shares

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    Cumulative preference shares

    Any unpaid dividends on cumulativepreference shares can be carried forwardto a later year

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    Non-cumulative preference shares

    If the profits are insufficient to pay thedividends, the unpaid dividends cannot becarried forward to later years

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    Ordinary Shares

    The dividends of ordinary shares are notfixed. They depend on the return of thecompany

    Ordinary shareholders are paid only afterall other claim (e.g. loan interest andpreference share dividends) have beenmet

    Ordinary shareholders usually have votingrights

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    Debentures

    Debentures are long-term loans evidencedby deeds which set out the rate of interestpayable and the date of redemption

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    Reserves

    Reserves are profits or gains which accrueto ordinary shareholders

    They are undistributed profits which have

    been retained within the company There are two types of reserves:

    Revenue reserves

    Capital reserves

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    Revenue reserves

    They are undistributed trading profits

    They can be used to pay dividends

    E.g. the balance on the profit and loss

    account and general reserve

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    Capital reserves

    They are gains or profits arising from non-trading or non-operating activities

    They are not available for distribution as

    dividends E.g. Share premium, revaluation reserve,

    capital redemption reserve and debentureredemption reserve

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    Share premium

    When a company issues shares at a priceabove par, the excess amount is calledshare premium

    The reserve is restricted to be used in thefollowing ways: To write off preliminary expenses

    To write off expenses of issuing shares

    To write off commission paid and discounts onshares

    To pay up a bonus issue

    To provide premium on redemption ofdebentures

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    Revaluation reserve

    This is the unrealized gain from anincrease in the value of an asset afterrevaluation

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    Capital redemption reserve and

    Debenture redemption reserve

    This arises as a result of a companyredeeming its shares or debentures byusing its retained profits

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    Capital Structure

    Authorized

    Capital

    It is the maximum amount of share

    capital which the company isallowed to issue

    Issued Capital It is the nominal value of a portionof the authorized capital which has

    been taken up (purchased) byshareholders

    Called Up Capital It is the amount of issued capitalwhich the company has called to

    be paidPaid Up Capital It the amount of issued capital

    which has actually been received

    Calls in Arrears It the amount of called up capital

    which has not been received

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    Final Accounts

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    Final accounts

    For internal reporting and managementpurposes, the final accounts of the limitedliability companies are similar as those of

    the sole trader and partnership with theexception of certain types of expenses andthe appropriation of net profit

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    XX Ltd. CompanyTrading and Profit and Loss Account for the year ended 31 Dec XXXX

    Sales XLess: Returns inwards X

    (X)Less: Cost of Goods Sold

    Opening Stock XAdd: Purchases XAdd: Carriage inwards XLess: Returns outwards (X)

    Less: Closing Stock (X) XGross profit XAdd: Gains on disposal X

    XLess: Expenses

    Rent X

    Directorsremuneration XDebenture interest (% * Debenture) X X

    Profit for the year before taxation (PBIT) XLess: Taxation (X)Profit for the year after taxation (PAT) X

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    Add: Retained profit b/f XX

    Less: Appropriations:Goodwill written off XPreliminary expenses XTransfer to general reserve XPreference dividend interim (paid) X

    - proposed (final) XOrdinary dividend - interim (paid) X

    - proposed (final) X X

    Retained profit c/f X

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    Balance Sheet as at 31 Dec XXXXFixed Assets Cost Dep NetMachinery X X XFurniture X X X

    X X X

    Current AssetsStock XDebtors XBank X

    XLess: Current Liabilities

    Creditors XProposed dividend XDebenture interest accrued XProvision for taxation X

    Working Capital XX

    Financed by:Share Capital Authorized IssuedXXXX Ordinary Shares of $1 each X XXXXX 8%Preference Shares of $1 each X X

    X XNo. of shares

    Par value

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    ReservesShare Premium XGeneral Reserve XProfit and loss X

    X

    Long-term Liabilities10% Debentures XX

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    Debenture interest

    The amount of the debenture interest willbe calculated according to the pre-setpercentage of debenture as the interest

    expenses of the company

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    Trial Balance as at 31 Dec 20-1Dr Cr

    10% Debentures 10000Debenture interest 5000

    Ans.:Trading and profit and loss a/c for the year ended 31 Dec 20-2

    $ $Gross profit XLess: Expenses

    Debenture interest (10000*10%) 10000

    Balance Sheet as at 31 Dec 21-1$ $

    Less: Current Liabilities

    Paid debenture interest

    Actual debenture interest

    Accrued expenses(1000-5000) 5000

    Debenture interest not yet paid

    Example

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    Directors fee/emolument

    Directors fee and directors emolument are

    salaries and services charges of thedirectors of the limited company

    It will be treated as one of expenses in theprofit and loss account

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    Appropriation of net profit

    Taxation payable on profit

    Amounts written off as goodwill

    Preliminary expenses

    Retained profit from last year/after nextyear

    Dividends

    Transfer to/(from) reserve

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    Taxation payable on profits

    Profit tax is not an expenses, it is anappropriation of profits

    However, for the purpose of presentationand to make the accounts moreunderstandable, it is not shown with theother appropriation

    It is shown as a deduction form profit for

    the year before taxation (i.e. this is thenet profit figure) to show the net result(i.e. profit for the year after taxation)

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    Amounts written off as goodwill

    Goodwill, in a company, may have beenwritten off it from time to time.

    When this is done, the amount written off

    should be shown in the appropriationaccount

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    Preliminary expenses

    When a company is formed, there aremany kinds of expenses concerned withits formation

    These include, for example, legalexpenses and various government taxes

    These cannot be shown as an asset in thebalance sheet, and can be charged to theappropriation account

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    Retained profit to next year/ from last

    year

    All profits may not be appropriated duringa period

    This then will be balance on the

    appropriation account as brought forwardfrom the previous year or carried forwardto next year

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    Dividends

    Net profit from ordinary activities of thebusiness of a company will be distributedto its shareholders of preference shares

    and ordinary shares according to the levelof net profit and the dividend policy of thecompany

    Dividend can be divided into:

    Interim/paid dividend

    Final/proposed dividend

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    Interim/Paid Dividend

    Interim dividend is the paid dividend tothe shareholders in the middle of thefinancial year

    The amount of interim dividend will besubject to the performance of the businessin the first half of the financial year

    Descriptions Book-keeping entries

    Interim dividend paid Dr Interim DividendCr Bank

    Transfer interim dividendpaid to appropriationaccount

    Dr Profit & loss appropriation

    Cr Interim Dividend

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    Proposed/Final Dividend

    The amount of proposed dividend will besubjected to the performance of thebusiness in whole financial year and theshareholdersapprovals in the Annual

    General Meeting Proposed dividend will be paid in the early

    of next financial year, it will be treated asone of appropriations to the shareholders

    in the profit & loss account of currentfinancial year and as current liabilitiesinthe balance sheet

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    Transfer to /(from) Reserve

    Part of the net profit for the financial yearmay be transferred from the appropriationaccount to the reserves to meet the future

    requirements or specific reason Revenue reserve can be transferred back

    to appropriation account for dividendspurposes in the future financial period

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    Descriptions Book-keeping entries

    Transfer part of net profitfrom appropriationaccount to specificreserves

    Dr Profit & lossappropriation account

    Cr Reserves

    Transfer specific reservesback to appropriation

    account

    Dr Reserves

    Cr Profit & lossappropriation

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    Example

    Trial Balance as at 31 Dec 2000(extract)Dr Cr400000 ordinary shares of $0.5 each, fully paid 200000250000 10% preference shares of $1 each, fully paid 250000General reserves 15000Interim ordinary dividend 5000

    Interim preference dividend 8000

    Additional information:The director proposed a final dividend of $0.05 per ordinary shareThe director resolved to transfer $5000 to the general reserve

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    Ans.:

    Trading and profit and loss a/c for the year ended 31 Dec 20-2$ $Net profit XAdd: Retained profit from last year X

    XLess: Appropriation

    Balance Sheet as at 31 Dec 21-1$ $

    Less: Current LiabilitiesDividend owning(17000+20000) 37000

    Dividend not yet paid to shareholders

    Preference dividend interim 8000- final (250000*0.1-8000) 17000

    Ordinary dividend - interim 5000- final (400000*0.05) 20000

    Transfer to general reserve 5000

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    Bonus Shares/Script Issue

    Bonus shares are freeshares issued to

    shareholders without any cash being paidfor them

    The reserves are utilised for the purpose The accounting entry is:

    Dr Reserve/Share premium/Retained earnings

    Cr Ordinary share capital

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    Example

    $20000 Ordinary Share Capital of $1 each 20000Reserves 12000

    A bonus issue of 1 for 4 were made. (i.e. 1 bonus share for every 4

    shares already held)

    Ans:Bonus issue (20000/4)=5000 shares

    The entry: Dr Reverse (5000*$1) $5000Cr Ordinary share capital $5000

    Ordinary share capital (20000+5000) 25000Reserve (12000-5000) 7000