Paper F3: Financial accounting (International)
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A company has legal liability as a ‘legal person’. This means that if the company
owes a supplier $1,000 for goods it has purchased, but does not have the money
to make the payment, the company alone is liable for the debt. The owners of the
business – its ‘shareholders’ – cannot normally be made personally liable to
make the payment. The liability of shareholders is limited to the amount of
capital they have invested in the company. If the company’s shares are ‘fully
paid’ (which is normal) shareholders have no further financial liability for any
unpaid debts or other obligations of their company. This limited liability of the
company’s shareholders for the unpaid debts of their company is a major reason
why so many small businesses operate as companies.
Another feature of large companies is that they usually have a large number of
shares in issue, and a large number of shareholders. In large companies, the main
shareholders are not the managers of the business. The managers (executive
directors of the company) and owners are different persons. This is sometimes
referred to as the ‘separation of ownership from control’. This separation of
management and ownership should be familiar to you from what you will have
heard or read about large companies, but it applies to many smaller companies too.
It is not found in the businesses of sole traders or partnerships, where the owners
are usually also involved in management.
When the shareholders are not the managers of their company, it becomes essential
that information about the position and performance of the company should be
reported regularly by the management to the shareholders. This is the main purpose
of financial reporting.
However, there might be a risk that the managers of a company would make false
reports to shareholders about the financial position and performance of the
company. To reduce this risk, the laws on financial reporting and auditing are
generally much stricter for companies than for other types of business entity.
Financial reporting by sole traders, partnerships and companies
All business entities prepare some financial statements at the end of each accounting
period, normally once each year.
The financial statements of a sole trader are private and do not have to be
disclosed, except to the tax authorities (and possibly also to a lending bank).
These must be prepared according to accepted accounting principles and
practice, but need not conform to all the requirements of accounting standards.
Similarly, the financial statements of a business partnership are private and do
not have to be disclosed.
The financial statements of a company must be disclosed to all the shareholders
of the company, and company law might require that the statements should also
be filed with a government agency, where they can be accessed and read by any
member of the general public. Companies whose shares are traded on a major
stock market make their financial statements generally available to the public,
often on the company’s web site.