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LESSON 34: JOIN-STOCK COMPANIES: SOCIAL BOOKS AND FINANCIAL STATEMENTS;…
LESSON 34: JOIN-STOCK COMPANIES: SOCIAL BOOKS AND FINANCIAL STATEMENTS; DISSOLUTION
Preamble
The social books
the shareholders' book
the book of bonds
the book of assemblies and resolutions of the shareholders' meetings
The book of assemblies and resolutions of the board of directors/management board’s meetings
The book of meetings and resolutions of the board of statutory auditors
the book of meetings and resolutions of the executive committee
the book of meetings and resolutions of the bondholders' meetings
the book of financial instruments
The financial statements
(art. 2423 c.c.)
Clarity and truthful and correct representation
general clauses of the financial statements
The principles of financial statements drawing up
Prudence, going concerns and prevalence of substance over form.
The principle of prudence
a) assets only if and to the extent that they are certain;
b) liabilities even if and to the extent that they are probable.
The principle of going concern
the principle of the prevalence of substance (economic) over form (legal
Competence
competence principle
accruals and deferred income (ratei e risconti)
deferred taxation
Autonomy and continuity of evaluation criteria
The evaluation criteria cannot be changed from one exercise to another
The balance sheet
The balance sheet provides a snapshot, at the closing date of the financial year, of the equity and financial situation of the company; it ascertains whether and how much profit can be distributed among the shareholders.
debts (so-called real liabilities
net equity (so-called ideal liabilities
The structure
(art.2424,paragraph 1)
Assets section
A) receivables towards shareholders for payments still due;
B) fixed assets;
C) current assets;
D) accruals and prepaid expenses
liabilities section
A) shareholders' equity;
B) provisions for risks and charges;
C) employee severance indemnity;
D) debts;
E) accruals and deferred incomes
The evaluation criteria
the fixed assets
fixed investments
start-up and expansion costs with multi-annual utility
goodwill
receivables and payables
assets and liabilities in foreign currency
inventories, securities and financial assets that do not constitute fixed assets
derivative financial instruments
net equity is constitute by:
the share capital
legal reserve
share premium reserve
revaluation reserves
statutory reserves
optional reserves and retained earnings
negative reserve for treasury shares
further items
The income statement
A) reports the items that make up the value of production
B) reports the components of the cost of production
First result that is found (A- B) thus indicates the result of theso-called characteristic management of the company
C) there are financial incomes and expenses
D) we find the value adjustments of financial assets and liabilities
The algebraic sum of A – B ± C ± D is the company's pre-tax result. So after tax we obtain profit (or loss) for the year
The cash flow statement
The notes to the financial statements and the report on operations
The financial statements in abbreviated and simplified form
Formation and publicity of the financial statements
Profits, reserves and dividends
N.B. adoption of the fair value --> IAS/IFRS
is then provided that the amount of the capital gains resulting from the application of the fair value criterion must be recorded in a special non-distributable reserve until the capital gain is actually realised
The dissolution
Causes and effects
The development of the liquidation
Distribution of the residual among the partners and cancellation
The revocation of the liquidation