企业的组织形式4ppt课件

1、Chapter 6 Forms of Business Organization第六章 企业组织的方式Key Terms Introduced or Emphasized in Chapter 6 (page 281)Board of directors 董事会Capital stock 股本Closely held corporation 不公开招股公司Corporation 股份公司Dividend 股利Double taxation 双重纳税或反复纳税Drawing account 提款帐户General partner 普通合伙人Income (or loss) before inco

2、me taxes 所得税前损益Income taxes expense 所得税费用Key Terms Introduced or Emphasized in Chapter 6Limited liability partnership 有限责任合伙企业Limited partner 有限合伙者Limited partnership 有限合伙企业Limited personal liability有限的个人责任Mutual agency 共同代理Partnership 合伙企业Partnership contract: 合伙契约Public information公开的信息Publicly ow

3、ned corporation 上市公司Key Terms Introduced or Emphasized in Chapter 6Retained earnings 留存收益S Corporation S公司Sole proprietorship独资个体企业Statement of partners equity合伙人权益报表Statement of retained earnings留存收益表Stockholder (or shareholders) 股东Taxable income 应纳税所得Tax planning 税务谋划Unincorporated business非公司制企业U

4、nlimited personal liability无限的个人责任Board of directors 董事会 (p.263)Persons elected by the stockholders of a corporation to set corporate policies and hire managers and officers.董事会是由公司的股东选出来的人，他们担任制定公司政策并雇佣管理者和办公人员。Capital stock 股本(p.262)Transferable units of ownership in a corporation.股本是指一个公司中可转让的一切权

5、单位。Closely held corporation不公开招股公司(p.264)A corporation owned by a limited group of stockholders - that is, not publicly owned.不公开招股公司，是由很少股东拥有的公司-即非公众拥有的公司。Corporation股份公司(p.262)A business recognized under the law as an entity separate and distinct from its owners. A corporation is chartered by a st

6、ate government and has transferable shares of ownership, called capital stock.股份公司，是一个根据法律成立的企业，是一个法律实体，它独立于其业主。公司是由洲政府同意的，持有可转让的一切权股份，称为股本。Dividend股利(p.267)A distribution of assets (usually cash) by a corporation to its stockholders.股利是一种股份公司向其股东分配的资产通常是现金。Double taxation双重纳税或反复纳税(p.271)The concept

7、 of taxing corporate earnings to the corporation when earned, and then again to the stockholders when these earnings are distributed as dividends.双重纳税或反复纳税，这个概念是指公司在赚得收益时交纳公司所得税；而股东个人收到分配的股利时还要交纳所得税。Drawing account提款帐户(p.257)The account used to record the withdrawals of cash or other assets by an ow

8、ner of an unincorporated business.提款帐户，是用来记录不公开招股公司的业主从企业提出现金或其他资产的帐户。General partner普通合伙人(p.259)A partner is a business organized as a partnership who possesses the traditional rights and responsibilities of a partner, including mutual agency and unlimited personal liability.普通合伙人，指合伙制企业的合伙人，拥有合伙人的

9、传统权益和责任，包括相互代理关系和无限的个人责任。Income (or loss) before income taxes所得税前损益 (p.265)A subtotal often appearing in a corporate income statement.所得税前损益是一种通常出如今公司收益表上的小计。Represents total revenue, less all expenses other than income taxes. Income taxes then are deducted to determine net income or loss. 表示为总收入减不包

10、括所得税的总费用。扣减所得税后确定净收益或亏损。 Income taxes expense 所得税费用(p.264)The portion of a corporations taxable income owed to federal, state, and other income tax authorities.所得税费用是公司欠联邦政府、州政府、和其他所得税权威机构的应税所得的部分。Limited liability partnership 有限责任合伙企业(p.260)A partnership in which all partners may participate in man

11、agement, but have limited liability for the actions of fellow partners. 有限责任合伙企业是一种一切合伙人都参与管理，但对其联属合伙人的行为负有有限责任的合伙企业。A relatively new form of organization, now widely used in associations of professionals, such as accountants, physicians, and attorneys.它是一种目前广泛运用于职业协会的相当新的组织方式，例如会计师、医师和律师协会。Limited

12、partner有限合伙者(p.259)A partner in a limited partnership who has the right to participate in profits, but whose liability for losses is limited to the amount of his or her investment, and who does not have the right to participate in management. 有限合伙者是有限合伙制企业中的一种合伙人。他们有参与企业利润分配的权益，但对企业债务以本人的出资额为限承当个人责任

13、，他们没有参与企业管理的权益。有限合伙者： A limited partners role is that of an investor, rather than that of a traditional partner.一个有限合伙者实践在企业中承当的是投资者的角色，而不是传统意义上的合伙人普通合伙人。Limited partnership有限合伙企业(p.259)A partnership which has one or more limited partners, as well as one or more general partners.有限合伙企业是拥有一个或多个有限合伙者及

14、一个或多个普通合伙者的合伙制企业。Limited personal liability有限的个人责任(p.263)The concept that some or all of the owners of a business are not personally responsible for the debts of the organization, and their potential losses, therefore, are “limited to the amount of their equity investment. 有限的个人责任：指对企业债务不承当个人责任的部分或全

15、部一切者，即他们在企业中最大的损失以个人投资额为限。有限的个人责任：This concept normally applies to stockholders in a corporation and to the limited partners in a limited partnership.这个概念适用于公司的股东及有限责任合伙企业中的有限合伙人。Mutual agency共同代理(p.259)The right of each partner to act as an agent for a partnership and to bind the business to contra

16、cts.共同代理：每个合伙人所拥有的、可作为合伙企业代理人及企业合同签署人的权益。Partnership合伙企业(p.258)An unincorporated business owned by two or more persons voluntarily associated as partners.合伙企业：由二个或更多人自愿的组成合伙人所拥有的非公司制企业。Partnership contract合伙契约(p.261)An agreement among partners as to the operation of a partnership. Usually includes t

17、he plan for sharing profits and losses.合伙契约：合伙人之间达成的关于合伙企业运营的协议。普通包括对利润或损失的分配。Public information公开的信息 (p.258)Information which by laws available to the general public. Includes the annual financial statements of publicly owned companies.公开的信息：由法律规定的普通公众有权获得的信息。它包括上市公司的年度财务报表。Publicly owned corporati

18、on上市公司 (p.264)Any corporation whose capital stock is available for purchase by the general public. Includes most large, well-known corporations.上市公司公开招股公司、公众拥有的公司：是任何可由普通公众购买股票的公司。它包括许多大的知名公司。Retained earnings留存收益(p.267)That portion of stock holders equity resulting from retaining profits in the bus

19、iness. Consists of the lifetime profits (or losses) of a corporation, less all dividends.留存收益：是股东权益中的一部分，来源于公司的留存利润。由公司存续期内的利润或损失组成，减去一切的股利。S Corporation S公司(p.271)A corporation which, for tax purposes, is treated as if it were a partnership.S公司：是一种为了纳税目的而组成的类似合伙制企业的公司。Sole proprietorship独资个体企业(p.25

20、5)An unincorporated business owned by one person.独资个体企业：由一个人拥有的非公司制企业。Statement of partners equity合伙人权益报表(p.261)A financial statement, for a partnership showing the changes during the accounting period in each partners capital account.合伙人权益报表：是一种反映某一会计期间，每个合伙人资本账户变化的财务报表。Statement of retained earnin

21、gs留存收益表 (p.269)A financial statement for a corporation showing the changes during the accounting period in the amount of retained earnings.留存收益表：用于反映公司某一会计年度留存收益数额变化的财务报表。Stockholder (or shareholders)股 东 (p.262)Owners of a corporation whose ownership is represented by the shares of stock they own. 股

22、东是公司的一切者，股东对公司的一切权由他们所持有的公司股票代表。股东：They take no part in the active management of the corporation, and their liability is limited to the amount of the investment in their shares of stock, but they receive any profits that are distributed as dividends.股东不参与公司的运营管理活动，对公司的债务以投入股票金额为限，但是他们接受以股利方式分配的公司利润。

23、Taxable income应纳税所得(p.265)The amount of a corporations income which is subject to income taxes. 应纳税所得是公司的应纳税所得金额。应纳税所得Taxable income is determined in conformity with income tax regulations, rather than generally accepted accounting principles. But in most cases, taxable income is similar in amount t

24、o income before income taxes.应纳税所得是根据所得税规那么非公认会计原那么计算的。但在多数情况下，应纳税所得在数额上与会计税前收益差不多。Tax planning税务谋划(p.271)Structuring transactions in a manner that legally minimizes the impact of income taxes.税务谋划：是以合法降低所得税影响的方式所方案的买卖。Unincorporated business非公司制企业(p.264)Any business that is not organized as a corpo

25、ration. Includes both sole proprietorships and partnerships.非公司制企业：任何以非公司组织方式存在的企业。包括独资和合伙企业。Unlimited personal liability无限的个人责任(p.256)The concept that a business owner has unlimited personal liability for the debts of the business. Applies to sole proprietorships and general partners in partnership

26、s.无限的个人责任：用于表示一个企业的一切者对企业债务承当无限个人偿付责任的概念。这一概念适用于独资企业主和合伙企业中的普通合伙者。Learning Objective1. Describe the basic characteristics of sole proprietorship.2. Identify factors to consider in evaluating the profitability and solvency of a sole proprietor ship.1、描画单独企业的特点；2、论证在评价单独企业的获利才干和偿债才干时应该思索的要素。Learning O

27、bjective3. Describe the basic characteristics of a general partnership and of partnerships that limit personal liability.3、论述普通合伙人与有限责任合伙人的根本特点。Learning Objective4. Describe the basic characteristics of a corporation.5. Account for corporate income taxes；explain the effects of these taxes on before-

28、tax profit and losses.4、描画一个股份公司的根本特征。5、公司所得税的核算，解释这些税收对税前利润和损的影响。Learning Objective6. Account for the issuance of capital stock.7. Explain the nature of retained earnings, account for dividends, and prepare a statement of retained earnings.6、发行股票的核算。7、阐明留存收益的本质、股利的核算，以及编制留存收益表。Learning Objective8.

29、Explain why the financial statements of a corporation are interpreted differently from those of an unincorporated business.8、解释为什么股份公司的财务报表与非股份公司企业的财务报表不同。9. Discuss the principal factors to consider in selecting a form of business organization.10. Allocate partnership net income among the partners.

30、9、讨论在选择企业组织方式时，应该思索的主要要素。10、在合伙人之间分配合伙企业的净利润。1、Sole proprietorships(p255)Definition: a sole proprietorship is an unincorporated business owned by one person.A sole proprietorship is an accounting entity, not a legal entity. p256Under the law, the proprietor is the “entity, and a sole proprietorship

31、merely represents some of this individuals financial activities. (1) Characteristics:(p256)The legal status of a sole propriety result in the following characteristics.A. Easy of formation.B. “Business assets actually belong to the proprietor.C. The business pays no income taxes.D. The business pays

32、 no “salary to the owner.E. The owner is personally liable for the debts of the business.(2) Unlimited personal liability(p256)Unlimited personal liability -the greatest disadvantage to sole proprietorship.Unlimited personal liability means the owner of a sole proprietor ship is personally responsib

33、le for all the companys debts.(3) Accounting practice in sole proprietorships(p257)(a) Capital account (balance sheet account) DR: debit balance transferred from Drawing a/c and the Income Summary a/cCR: investment from the owner (b) Drawing account (temporary account) DR: withdrawal of assets by th

34、e owner.CR: balance transferred to Capital a/c2. Evaluating the Financial Statements of a ProprietorshipNet Income (p257)The net income of sole proprietorship should be sufficient to compensate the owner for three factors:Personal services rendered to the businessCapital investmentThe degree of fina

35、ncial risk which the owner is taking.Evaluating the Financial Statements of a ProprietorshipSolvency(p257)Since the owner of a proprietorship has unlimited personal liability for the companys debts, the ability of such business to pay its debts depends upon solvency of the owner. The solvency of a s

36、ole proprietorship may be affected by many things which do not appear in financial statements of the business.3. Partnershipsp258(1) Definition: A partnership is an unincorporated business owned by two or more partners. A partnership often is referred to as a firm.Example: Price Waterhouse founded i

37、n 1865, only 2 partners, Samuel Price & Edwin Waterhouse. In PW now there are more than 3,000 partners. PW combined with Coopers & Lybrand in 1999. General PartnershipPartnerships that Limit Personal LiabilityLimited PartnershipsLimited liability partnershipsPartnerships(2) Types of Partnerships (p2

38、59):(2) Characteristics of Partnerships (p258-9) aGeneral characteristics: (p258)-Not a separate legal entity, but an accounting separate entity.-Assets of the business belong to all partners.-Income from the business is taxable to partners not to the business.bCharacteristics of a general partnersh

39、ip(p259)In a general partnership, each partner has rights and responsibilities similar to those of a sole proprietor.Combining the characteristics of unlimited personal liability and mutual agency makes it more dangerous than other forms of business, because one general partner is unconditionally re

40、sponsible for the losses brought by other partners unwise decisions.cCharacteristics of limited partnerships(p259)Limited Partnership- limited partners - general partners.The general partners has unlimited personal liability for the debts of the business, and also the right to make managerial decisi

41、ons.The limited partners share in the profits of the business, but they do not participate in management and are not personally liable for debts of the business.dCharacteristics of limited liability partnerships(p260)A limited liability partnership is a relatively new form of business organization.

42、Each partner has unlimited personal liability for his or her own professional activities, but not for the actions of other partners. Unlike a limited partnership, all partners in a limited liability partnership may participate in management of the firm, but have limited liability for the actions of

43、fellow partners. (3)Accounting practices in partnershipsSeparate capital A/Cs and drawing A/Cs is maintained for each partner.DR Capital account CR(1) Allocation ofbusiness losses to this partner(1) Paid in capital by a certain partner.(2) Allocation of business income to this partner.Drawing accoun

44、t for partnershipDR Drawing account CRThe amount withdrew by this partner during a year.Balance transferred to Capital a/c(4) Note for Allocation(p261):Allocation does not mean distributions of cash or other assets to the partners.The amount of allocation does not necessarily equal to the amount of

45、withdrawing.All partners pay personal income taxes on the amount of partnership income allocated to the them.How to allocate is specified in the partner contract in advance.Evaluating the Financial Statement of a partnershipNet Income(p261)The net income of a partnership should compensate for:(1)par

46、tners personal services;(2)invest capital(3)assuming the risk of ownership.Note: the individual partners must separately evaluate their respective shares of the net income in light of their personal contributions to the firm.Evaluating the Financial Statement of a partnershipsolvency (p262)(1) In a

47、general partnership or a limited partnership, creditors should pay more attention to the solvency of the general partners rather than that of the business. (2) In a limited liability partnership, liability for negligence or malpractice extends only to those partners directly.4. Corporations (p262)(1

48、) Definition: A corporation is a legal entity, having an existence separate and distinct form that of its owners. A corporation issues capital stocks to its stockholders.(2) Characteristics of corporation (p262)A corporation is more difficult and costly to form.A corporation is a separate legal enti

49、ty, and has legal status in court.On a daily basis, corporations are run by salaried professional managers.The stockholders are primarily investors, rather than active participants.BOD were elected by stockholders. Its function includes setting company policy and appoint managers and corporate offic

50、ers.The corporate ownership is transferable.Stockholders has no personal liability for corporate debts (limited personal liability)Characteristics of three forms of business organizations A summary of characteristics of three forms of business organizationsSee page 263(3) Types of corporations(p264)

51、 companies shares are traded on organized securities markets and anyone may purchase the stock. corporations which are not publicly owned.Closely held corporations不公开招股公司Publicly owned corporations公开招股公司5. Accounting for Corporate Income Taxes (p265):Corporations, separate legal entities, should pay

52、 for their own income taxes.Notice that income taxes reduce the amounts of both profits and losses (see p266).Formulation:Taxable income (determined accounting to tax regulations) tax rate (set by law)=income taxes expenseAccounting entries(a) Accounting entry for a profitable period:DR. Income Taxe

53、s Expense CR. Income Taxes Payable(b) Accounting entry for an unprofitable period:DR. Income Taxes Payable. CR. Income Taxes Expense.The debit balance of Income Taxes Payable account at the year-end should be reclassified as an assets in the balance sheet, called “Income Tax Refund Receivable.6. Acc

54、ount for Issuance of Capital Stock(p267)Capital Stock account represents “invested capital, or “paid-in capitalDR. Cash/other assets CR. Capital Stock7. Retained Earnings(p267)Retained Earning account represents the owners equity created through profitable operation of the business.Increases in Reta

55、ined Earning is the result of profitable operations.Decreases in Retained Earning is caused by losses or distribution of dividends.Year-end balance of retained earnings = beginning balance of retained earnings + yearly net income (-yearly net losses) - dividends of the year.The balance of Retained Earnings represents the earnings which have been retained in the c