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Finance Notes

1.Definition of accounting: the art of recording, classifying and summarizing in a significant manner and in terms of money, transactions and events which are, in part at least of a financial character and interpreting the results there of. 2.Book keeping:It is mainly concerned with recording of financial data relating to the business operations in a significant and orderly manner. 3. Concepts of accounting: A. separate entity concept B. going concernconcept C. money measurement concept D. cost concept E. dual aspect concept F. accounting period concept G. periodic matching of costs and revenue concept H. realization concept. 4 Conventions of accounting A. conservatism B. full disclosure C. consistency D materiality. 5. Systems of book keeping: A. single entry system B. double entry system 6. Systems of accounting A. cash system accounting B. mercantile system of accounting. 7. Principles of accounting a. personal a/c : b. real a/c c. nominal a/c debit the receiver Credit the giver : debit what comes in credit what goes out : debit all expenses and losses credit all gains and incomes

8. Meaning of journal: journal means chronological record of transactions. 9. Meaning of ledger: ledger is a set of accounts. It contains all accounts of the business enterprise whether real, nominal, personal. 10. Posting: it means transferring the debit and credit items from the journal to their respective accounts in the ledger. 11. Trial balance: trial balance is a statement containing the various ledger balances on a particular date.

Finance Notes
12. Credit note: the customer when returns the goods get credit for the value of the goods returned. A credit note is sent to him intimating that his a/c has been credited with the value of the goods returned. 13. Debit note: when the goods are returned to the supplier, a debit note is sent to him indicating that his a/c has been debited with the amount mentioned in the debit note. 14. Contra entry: which accounting entry is recorded on both the debit and credit side of cashbook is known as the contra entry. the

15. Petty cash book: petty cash is maintained by business to record petty cash expenses of the business, such as postage, cartage, stationery, etc. 16.promisory note: an instrument in writing containing an unconditional undertaking igned by the maker, to pay certain sum of money only to or to the order of a certain person or to the barer of the instrument. 17. Cheque: a bill of exchange drawn on a specified banker and payable on demand. 18. Stale cheque: a stale cheque means not valid of cheque that means more than six the cheque is not valid. months

20. Bank reconciliation statement: it is a statement reconciling the balance as shown by the bank passbook and the balance as shown by the Cash Book. Obj: to know the difference & pass necessary correcting, adjusting entries in the books. 21. Matching concept: matching means requires proper matching of expense with the revenue. 22. Capital income: the term capital income means an income which does not grow out of pertain to the running of the business proper. or

23. Revenue income: the income, which arises out of and in the course of the regular business transactions of a concern. 24. Capital expenditure: it means an expenditure which has been incurred for the purpose of obtaining a long term advantage for the business. 25. Revenue expenditure: an expenditure that incurred in the course of regular business transactions of a concern. 26. Differed revenue expenditure: an expenditure, which is incurred during an accounting period but is applicable further periods also. Eg: heavy advertisement. 27. Bad debts: bad debts denote the amount lost from debtors to whom the goods were sold on credit. 28. Depreciation: depreciation denotes gradually and permanent decrease in the value of asset due to wear and tear, technology changes, laps of time and accident. 29. Fictitious assets: These are assets not represented by tangible possession or property. Examples of preliminary expenses, discount on issue of shares, debit balance in the and loss account when shown on the assets side in the balance sheet. profit

Finance Notes
30.Intanglbe Assets: Intangible assets mean the assets which is not having the physical appearance. And its have the real value, it shown on the assets side of the balance sheet. 31. Accrued Income : Accrued income means income which has been earned by the business during the accounting year but which has not yet been due and, therefore, has not been received. 32. Out standing Income : Outstanding Income means income which has become due the accounting year but which has not so far been received by the firm. during trial

33. Suspense account: the suspense account is an account to which the difference in the balance has been put temporarily. 34. Depletion: it implies removal of an available but not replaceable source, Such as coal from a coal mine. 35. Amortization: the process of writing of intangible assets is term as amortization.

extracting

36. Dilapidations: the term dilapidations to damage done to a building or other property during tenancy. 37. Capital employed: the term capital employed means sum of total long term funds employed in the business. i.e. (share capital+ reserves & surplus +long term loans (non business assets + fictitious assets) 38. Equity shares: those shares which are not having pref. rights are called equity shares. 39. Pref.shares: Those shares which are carrying the pref.rights is called pref. shares Pref.rights in respect of fixed dividend. Pref.right to repayment of capital in the even of company winding up. 40. Leverage: It is a force applied at a particular work to get the desired result. in revenue greater

41. Operating leverage: the operating leverage takes place when a changes changes in EBIT.

42. Financial leverage : it is nothing but a process of using debt capital to increase the rate of return on equity 43. Combine leverage: it is used to measure of the total risk of the firm = operating risk + financial risk. 44. Joint venture: A joint venture is an association of two or more the persons who combined for the execution of a specific transaction and divide the profit or loss their of an agreed ratio. 45. Partnership: partnership is the relation b/w the persons who have agreed to share the profits of business carried on by all or any of them acting for all. 46. Factoring: It is an arrangement under which a firm (called borrower) receives against its receivables, from a financial institutions (called factor) advances

Finance Notes
47. Capital reserve: The reserve which transferred from the capital gains is called capital reserve. 48.General reserve: the reserve which is transferred from normal profits of the firm is general reserve 49. Free Cash: The cash not for any specific purpose free from any encumbrance like cash. called surplus a

50. Minority Interest: minority interest refers to the equity of the minority shareholders in subsidiary company.

51. Capital receipts: capital receipts may be defined as non-recurring receipts from the owner of the business or lender of the money crating a liability to either of them. 52. Revenue receipts: Revenue receipts may defined as A recurring receipts against sale of goods in the normal course of business and which generally the result of the trading activities. 53. Meaning of Company: A company is an association of many persons who contribute money or moneys worth to common stock and employs it for a common purpose. The common stock so contributed is denoted in money and is the capital of the company. 54. Types of a company: 1.Statutory companies 2.government company 3.foreign company 4.Registered companies: a. Companies limited by shares b. Companies limited by guarantee c. Unlimited companies D. private company E. public company 55. Private company: A private co. is which by its AOA: Restricts the right of the members to transfer of shares Limits the no. Of Prohibits any Invitation to the public to subscribe for its shares or debentures. members 50.

56. Public company: A company, the articles of association of which does not contain the requisite restrictions to make it a private limited company, is called a public company. 57. Characteristics of a company: Voluntary association Separate legal entity Free transfer of shares Limited liability Common seal Perpetual existence. 58. Formation of company: Promotion Incorporation Commencement of business 59. Equity share capital: The total sum of equity shares is called equity share capital.

Finance Notes
60. Authorized share capital: it is the maximum amount of the share capital, which a company can raise for the time being. 61. Issued capital: It is that part of the authorized capital, which has been allotted to the for subscriptions. public

62. Subscribed capital: it is the part of the issued capital, which has been allotted to the public 63. Called up capital: It has been portion of the subscribed capital which has been called up by the company. 64. Paid up capital: It is the portion of the called up capital against which payment has been received. 65. Debentures: Debenture is a certificate issued by a company under its seal debt due by it to its holder. 66. Cash profit: cash profit is the profit it is occurred from the cash sales. 67. Deemed public Ltd. Company: A private company is a subsidiary company to public it satisfies the following terms/conditions Sec 3(1)3: 1.having minimum share capital 5 lakhs 2.accepting investments from the public 3.no restriction of the transferable of shares 4.No restriction of no. of members. 5.accepting deposits from the investors company acknowledging a

68. Secret reserves: secret reserves are reserves the existence of which does not appear on the face of balance sheet. In such a situation, net assets position of the business is stronger than that disclosed by the balance sheet. These reserves are crated by: 1.Excessive dep.of an asset, excessive over-valuation of a liability. 2.Complete elimination of an asset, or under valuation of an asset. 69. Provision: provision usually means any amount written off or retained by way of providing depreciation, renewals or diminutions in the value of assets or retained by way of providing for any known liability of which the amount can not be determined with substantial accuracy. 70. Reserve: The provision in excess of the amount considered necessary for the purpose it was originally made is also considered as reserve Provision is charge against profits while reserves is an appropriation of profits Creation of reserve increase proprietors fund while creation of provisions decreases his funds in the business. 71. Reserve fund: the term reserve fund means such reserve against which clearly etc., investment

72. Undisclosed reserves: Sometimes a reserve is created but its identity is merged with some other a/c or group of accounts so that the existence of the reserve is not known such reserve is called an undisclosed reserve. 73. Finance management: financial management deals with procurement of funds and their effective utilization in business.

Finance Notes
74. Objectives of financial management: financial management having two objectives that Is: 1. Profit maximization: the finance manager has to make his decisions in a manner so that the profits of the concern are maximized. 2. Wealth maximization: wealth maximization means the objective of a firm should be to maximize its value or wealth, or value of a firm is represented by the market price of its common stock. 75. Functions of financial manager: Investment decision Dividend decision Finance decision Cash management decisions Performance evaluation Market impact analysis 76. Time value of money: the time value of money means that worth of a rupee received is different from the worth of a rupee to be received in future. today

77. Capital structure: it refers to the mix of sources from where the long-term funds required in a business may be raised; in other words, it refers to the proportion of debt, preference capital and equity capital. 78. Optimum capital structure: capital structure is optimum when the firm has a combination of equity and debt so that the wealth of the firm is maximum. 79. Wacc: it denotes weighted average cost of capital. It is defined as the overall cost of computed by reference to the proportion of each component of capital as weights. capital to

80. Financial break-even point: it denotes the level at which a firms EBIT is just sufficient cover interest and preference dividend.

81. Capital budgeting: capital budgeting involves the process of decision making with regard to investment in fixed assets. Or decision making with regard to investment of money in longterm projects. 82. Pay back period: payback period represents the time period required for complete recovery of the initial investment in the project. 83. ARR: accounting or average rate of return means the average annual yield on the project. 84. NPV: the net present value of an investment proposal is defined as the sum of the present values of all future cash in flows less the sum of the present values of all cash out flows associated with the proposal. 85. Profitability index: where different investment proposal each involving different initial investments and cash inflows are to be compared. 86. IRR: internal rate of return is the rate at which the sum total of discounted cash inflows equals the discounted cash out flow. 87. Treasury management: it means it is defined as the efficient management of liquidity and financial risk in business.

Finance Notes
88. Concentration banking: it means identify locations or places where customers are placed and open a local bank a/c in each of these locations and open local collection canter. 89. Marketable securities: surplus cash can be invested in short term instruments in order to earn interest. 90. Ageing schedule: in a ageing schedule the receivables are classified according to their age. 91. Maximum permissible bank finance (MPBF): it is the maximum amount that banks can lend a borrower towards his working capital requirements. 92. Commercial paper: a cp is a short term promissory note issued by a company, negotiable by endorsement and delivery, issued at a discount on face value as may be determined by the issuing company. 93. Bridge finance: It refers to the loans taken by the company normally from a commercial banks for a short period pending disbursement of loans sanctioned by the financial institutions. 94. Venture capital: It refers to the financing of high-risk ventures promoted by new qualified entrepreneurs who require funds to give shape to their ideas.

95. Debt securitization: It is a mode of financing, where in securities are issued on the basis of a package of assets (called asset pool). 96. Lease financing: Leasing is a contract where one party (owner) purchases assets and permits its views by another party (lessee) over a specified period 97. Trade Credit: business. It represents credit granted by suppliers of goods, in the normal course of

98. Over draft: Under this facility a fixed limit is granted within which the borrower allowed to overdraw from his account. 99. Cash credit: It is an arrangement under which a customer is allowed an advance up to certain limit against credit granted by bank. 100. Clean overdraft: It refers to an advance by way of overdraft facility, but not back by any tangible security. 101. Share capital: The sum total of the nominal value of the shares of a company is called share capital. 102. Funds flow statement: It is the statement deals with the financial resources for running business activities. It explains how the funds obtained and how they used. 103.Sources of funds: There are two sources of funds Internal sources and external sources.

Internal source: Funds from operations is the only internal sources of funds and some important points add to it they do not result in the outflow of funds (a) Depreciation on fixed assets (b) (b) Preliminary expenses or goodwill written off, Loss on sale of fixed assets Deduct the following items, as they do not increase the funds: Profit on sale of fixed assets, profit on revaluation 7

Finance Notes
Of fixed assets External sources: (a) Funds from long-term loans (b)Sale of fixed assets (c) Funds from increase in share capital 104. Application of funds: (a) Purchase of fixed assets (b) Payment of dividend (c)Payment of tax liability (d) Payment of fixed liability 105. ICD (Inter corporate deposits): Companies can borrow funds for a short period. For example 6 months or less from another company which have surplus liquidity. Such eposits made by one company in another company are called ICD. 1 06. Certificate of deposits: The CD is a document of title similar to a fixed deposit receipt issued by banks there is no prescribed interest rate on such CDs it is based on the prevailing market conditions. 107. Public deposits: It is very important source of short term and medium term finance. The company can accept PD from members of the public and shareholders. It has the maturity period of 6 months to 3 years. 108.Euro issues: The euro issues means that the issue is listed on a European stock Exchange. The subscription can come from any part of the world except India. 109.GDR (Global depository receipts): A depository receipt is basically a negotiable certificate , dominated in us dollars that represents a non-US company publicly traded in local currency equity shares. 110. ADR (American depository receipts): Depository receipt issued by a company in the USA are known as ADRs. Such receipts are to be issued in accordance with the provisions stipulated by the securities Exchange commission (SEC) of USA like SEBI in India. 111.Commercial banks: Commercial banks extend foreign currency loans for international operations, just like rupee loans. The banks also provided overdraft. 112.Development banks: It offers long-term and medium term loans including foreign currency loans 113.International agencies: International agencies like the IFC,IBRD,ADB,IMF etc. provide indirect assistance for obtaining foreign currency. 114. Seed capital assistance: The seed capital assistance scheme is desired by the IDBI for professionally or technically qualified entrepreneurs and persons possessing relevant experience and skills and entrepreneur traits. 115. Unsecured l0ans: enterprise. It constitutes a significant part of long-term finance available to an

116. Cash flow statement: It is a statement depicting change in cash position from one period to another. 117.Sources of cash: Internal sources8

Finance Notes
(a)Depreciation (b)Amortization (c)Loss on sale of fixed assets (d)Gains from sale of fixed assets (e) Creation of reserves External sources(a)Issue of new shares (b)Raising long term loans (c)Short-term borrowings (d)Sale of fixed assets, investments 118. Application of cash: (a) Purchase of fixed assets (b) Payment of long-term loans (c) Decrease in deferred payment liabilities (d) Payment of tax, dividend (e) Decrease in unsecured loans and deposits 119. Budget: It is a detailed plan of operations for some specific future period. It is an estimate prepared in advance of the period to which it applies. 120. Budgetary control: It is the system of management control and accounting in which all operations are forecasted and so for as possible planned ahead, and the actual results compared with the forecasted and planned ones. 121. Cash budget: It is a summary statement of firms expected cash inflow and outflow over a specified time period. 122. Master budget: A summary of budget schedules in capsule form made for the purpose of presenting in one report the highlights of the budget forecast. 123. Fixed budget: It is a budget, which is designed to remain unchanged irrespective of the level of activity actually attained. 124.Zero- base- budgeting: It is a management tool which provides a systematic method for evaluating all operations and programmes, current of new allows for budget reductions and expansions in a rational manner and allows reallocation of source from low to high priority programs. 125. Goodwill: The present value of firms anticipated excess earnings. 126. BRS: It is a statement reconciling the balance as shown by the bank pass book and balance shown by the cash book. 127. Objective of BRS: The objective of preparing such a statement is to know the causes of difference between the two balances and pass necessary correcting or adjusting entries in the books of the firm. 128.Responsibilities of accounting: It is a system of control by delegating and locating the Responsibilities for costs. 129. Profit centre: A centre whose performance is measured in terms of both the expense incurs and revenue it earns.

Finance Notes
130.Cost centre: A location, person or item of equipment for which cost may be ascertained and used for the purpose of cost control. 131. Cost: The amount of expenditure incurred on to a given thing. 132. Cost accounting: It is thus concerned with recording, classifying, and summarizing costs for determination of costs of products or services planning, controlling and reducing such costs and furnishing of information management for decision making. 133. Elements of cost: (A) Material (B) Labour (C) Expenses (D) Overheads 134. Components of total costs: (A) Prime cost (B) Factory cost (C)Total cost of production (D) Total c0st 135. Prime cost: It consists of direct material direct labour and direct expenses. known as basic or first or flat cost. It is also

136. Factory cost: It comprises prime cost, in addition factory overheads which include cost of indirect material indirect labour and indirect expenses incurred in factory. This cost is also known as works cost or production cost or manufacturing cost. 137. Cost of production: In office and administration overheads are added to factory cost, office cost is arrived at. 138. Total cost: Selling and distribution overheads are added to total cost of production to get the total cost or cost of sales. 139. Cost unit: A unit of quantity of a product, service or time in relation to which costs ascertained or expressed. may be

140.Methods of costing: (A)Job costing (B)Contract costing (C)Process costing (D)Operation costing (E)Operating costing (F)Unit costing (G)Batch costing. 141. Techniques of costing: uniform costing. (a) marginal costing (b) direct costing (c)absorption costing (d)

142. Standard costing: standard costing is a system under which the cost of the product is determined in advance on certain predetermined standards. 143. Marginal costing: it is a technique of costing in which allocation of expenditure to production is restricted to those expenses which arise as a result of production, i.e., materials, labour, direct expenses and variable overheads. 144. Derivative: derivative is product whose value is derived from the value of one or more basic variables of underlying asset. 145. Forwards: a forward contract is customized contracts between two entities were settlement takes place on a specific date in the future at todays pre agreed price.

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Finance Notes
146. Futures: a future contract is an agreement between two parties to buy or sell an asset at a certain time in the future at a certain price. Future contracts are standardized exchange traded contracts. 147. Options: an option gives the holder of the option the right to do some thing. The option holder option may exercise or not. 148. Call option: a call option gives the holder the right but not the obligation to buy an asset by a certain date for a certain price. 149. Put option: a put option gives the holder the right but not obligation to sell an asset by a certain date for a certain price. 150. Option price: option price is the price which the option buyer pays to the option seller. It is also referred to as the option premium. 151. Expiration date: the date which is specified in the option contract is called expiration date. 152. European option: it is the option at exercised only on expiration date it self. 153. Basis: basis means future price minus spot price. 154. Cost of carry: the relation between future prices and spot prices can be summarized in terms of what is known as cost of carry. 155. Initial margin: the amount that must be deposited in the margin a/c at the time of first entered into future contract is known as initial margin. 156 Maintenance margin: this is some what lower than initial margin. 157. Mark to market: in future market, at the end of the each trading day, the margin a/c is adjusted to reflect the investors gains or loss depending upon the futures selling price. This is called mark to market. 158. Baskets : basket options are options on portfolio of underlying asset. 159. Swaps: swaps are private agreements between two parties to exchange cash flows in the future according to a pre agreed formula. 160. Impact cost: impact cost is cost it is measure of liquidity of the market. It reflects the costs faced when actually trading in index. 161. Hedging: hedging means minimize the risk. 162. Capital market: capital market is the market it deals with the long term investment funds. It consists of two markets 1.primary market 2.secondary market. 163. Primary market: those companies which are issuing new shares in this market. It is also called new issue market. 164. Secondary market: secondary market is the market where shares buying and selling. In India secondary market is called stock exchange.

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Finance Notes
165. Arbitrage: it means purchase and sale of securities in different markets in order to profit from price discrepancies. In other words arbitrage is a way of reducing risk of loss caused by price fluctuations of securities held in a portfolio. 166. Meaning of ratio: Ratios are relationships expressed in mathematical terms between figures which are connected with each other in same manner. 167. Activity ratio: it is a measure of the level of activity attained over a period. 168. mutual fund : a mutual fund is a pool of money, collected from investors, and is invested according to certain investment objectives. 169. characteristics of mutual fund : Ownership of the MF is in the hands of the of the investors MF managed by investment professionals The value of portfolio is updated every day 170.advantage of MF to investors : Portfolio diversification Professional management Reduction in risk Reduction of transaction casts Liquidity Convenience and flexibility 171.net asset value : the value of one unit of investment is called as the Net Asset Value 172.open-ended fund : open ended funds means investors can buy and sell units of fund, at NAV related prices at any time, directly from the fund this is called open ended fund. For ex; unit 64 173.close ended funds : close ended funds means it is open for sale to investors for a specific period, after which further sales are closed. Any further transaction for buying the units or repurchasing them, happen, in the secondary markets. 174. dividend option : investors who choose a dividend on their investments, will receive dividends from the MF, as when such dividends are declared. 175.growth option : investors who do not require periodic income distributions can be choose the growth option. 176.equity funds : equity funds are those that invest pre-dominantly in equity shares of company. 177.types of equity funds : Simple equity funds Primary market funds Sectoral funds Index funds 178. sectoral funds : sectoral funds choose to invest in one or more chosen sectors of the equity markets. 179.index funds :the fund manager takes a view on companies that are expected to perform well, and invests in these companies 180.debt funds : the debt funds are those that are pre-dominantly invest in debt securities. 181. liquid funds : the debt funds invest only in instruments with maturities less than one year. 182. gilt funds : gilt funds invests only in securities that are issued by the GOVT. and therefore does not carry any credit risk. 183.balanced funds :funds that invest both in debt and equity markets are called balanced funds.

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Finance Notes
184. sponsor : sponsor is the promoter of the MF and appoints trustees, custodians and the AMC with prior approval of SEBI . 185. trustee : trustee is responsible to the investors in the MF and appoint the managing the investment portfolio. AMC for

186. AMC : the AMC describes Asset Management Company, it is the business face of the MF, as it manages all the affairs of the MF. 187. R & T Agents : the R&T agents are responsible for the investor servicing functions, as they maintain the records of investors in MF. 188. custodians : custodians are responsible for the securities held in the mutual funds portfolio. 189. scheme take over : if an existing MF scheme is taken over by the another AMC, it is called as scheme take over. 190.meaning of load: load is the factor that is applied to the NAV of a scheme to arrive at the price. 192. market capitalization : market capitalization means number of shares issued multiplied with market price per share. 193.price earning ratio : the ratio between the share price and the post tax earnings of company is called as price earning ratio. 194. dividend yield : the dividend paid out by the company, is usually a percentage of the face value of a share. 195. market risk : it refers to the risk which the investor is exposed to as a result of adverse movements in the interest rates. It also referred to as the interest rate risk. 196. Re-investment risk : it the risk which an investor has to face as a result of a fall in the interest rates at the time of reinvesting the interest income flows from the fixed income security. 197. call risk : call risk is associated with bonds have an embedded call option in them. This option hives the issuer the right to call back the bonds prior to maturity. 198. credit risk : credit risk refers to the probability that a borrower could default on a commitment to repay debt or band loans 199.inflation risk : inflation risk reflects the changes in the purchasing power of the cash flows resulting from the fixed income security. 200.liquid risk : it is also called market risk, it refers to the ease with which bonds could be traded in the market. 201.drawings : drawings denotes the money withdrawn by the proprietor from the business for his personal use. 202.outstanding Income : Outstanding Income means income which has become due during the accounting year but which has not so far been received by the firm.

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Finance Notes
203.Outstanding Expenses : Outstanding Expenses refer to those expenses which have become due during the accounting period for which the Final Accounts have been prepared but have not yet been paid. 204.closing stock : The term closing stock means goods lying unsold with the businessman at the end of the accounting year. 205. Methods of depreciation : 1.Unirorm charge methods : a. Fixed installment method b .Depletion method c. Machine hour rate method. 2. Declining charge methods : a. Diminishing balance method b.Sum of years digits method c. Double declining method 3. Other methods : a. Group depreciation method b. Inventory system of depreciation c. Annuity method d. Depreciation fund method e. Insurance policy method. 206.Accrued Income : Accrued Income means income which has been earned by the business during the accounting year but which has not yet become due and, therefore, has not been received. 207.Gross profit ratio : it indicates the efficiency of the production/trading operations. Formula : Gross profit -------------------X100 Net sales 208.Net profit ratio : it indicates net margin on sales Formula: Net profit --------------- X 100 Net sales 209. return on share holders funds : it indicates measures earning power of equity capital. Formula : profits available for Equity shareholders -----------------------------------------------X 100 Average Equity Shareholders Funds 210. Earning per Equity share (EPS) equity share. Formula : profits available for Equity shareholders ---------------------------------------------Number of Equity shares : it shows the amount of earnings attributable to each

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Finance Notes
211.dividend yield ratio : it shows the rate of return to shareholders in the form of dividends based in the market price of the share Formula : Dividend per share ---------------------------- X100 Market price per share 212. price earning ratio : it a measure for determining the value of a share. May also be used to measure the rate of return expected by investors. Formula : Market price of share(MPS) -------------------------------X 100 Earning per share (EPS) 213.Current ratio : it measures short-term debt paying ability. Formula : Current Assets -----------------------Current Liabilities 214. Debt-Equity Ratio : it indicates the percentage of funds being financed through borrowings; a measure of the extent of trading on equity. Formula : Total Long-term Debt --------------------------Shareholders funds 215.Fixed Assets ratio : This ratio explains whether the firm has raised adepuate long-term funds to meet its fixed assets requirements. Formula Fixed Assets ------------------Long-term Funds

216 . Quick Ratio : The ratio termed as liquidity ratio. The ratio is ascertained y comparing the liquid assets to current liabilities.

Formula : Liquid Assets -----------------------Current Liabilities

217. Stock turnover Ratio : the ratio indicates whether investment in inventory in efficiently used or not. It, therefore explains whether investment in inventory within proper limits or not. Formula: cost of goods sold -----------------------Average stock

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Finance Notes
218. Debtors Turnover Ratio : the ratio the better it is, since it would indicate that debts are being collected more promptly. The ration helps in cash budgeting since the flow of cash from customers can be worked out on the basis of sales. Formula: Credit sales ---------------------------Average Accounts Receivable

219.Creditors Turnover Ratio : it indicates the speed with which the payments for credit purchases are made to the creditors. Formula: Credit Purchases ----------------------Average Accounts Payable

220. Working capital turnover ratio : it is also known as Working Capital Leverage Ratio. This ratio Indicates whether or not working capital has been effectively utilized in making sales. Formula: Net Sales ---------------------------Working Capital 221.Fixed Assets Turnover ratio : This ratio indicates the extent to which the investments in fixed assets contributes towards sales. Formula: Net Sales -------------------------Fixed Assets 222 .Pay-out Ratio : This ratio indicates what proportion of earning per share has been used for paying dividend. Formula: Dividend per Equity Share --------------------------------------------X100 Earning per Equity share 223.Overall Profitability Ratio : It is also called as Return on Investment (ROI) or Return on Capital Employed (ROCE) . It indicates the percentage of return on the total capital employed in the business. Formula : Operating profit ------------------------X 100 Capital employed The term capital employed has been given different meanings a.sum total of all assets whether fixed or current b.sum total of fixed assets, c.sum total of long-term funds employed in the business, i.e., share capital +reserves &surplus +long term loans (non business assets + fictitious assets). Operating profit means profit before interest and tax 224 . Fixed Interest Cover ratio : the ratio is very important from the lenders point of view. It indicates whether the business would earn sufficient profits to pay periodically the interest charges. 16

Finance Notes
Formula : Income before interest and Tax --------------------------------------Interest Charges

225. Fixed Dividend Cover ratio : This ratio is important for preference shareholders entitled to get dividend at a fixed rate in priority to other shareholders. Formula : Preference Dividend 226. Debt Service Coverage ratio : This ratio is explained ability of a company to make payment of principal amounts also on time. Formula : Net profit before interest and tax ---------------------------------------Interest + Principal payment installment 1-Tax rate Net Profit after Interest and Tax ------------------------------------------

227. Proprietary ratio : It is a variant of debt-equity ratio . It establishes relationship between the proprietors funds and the total tangible assets. Formula : Shareholders funds ---------------------------Total tangible assets

228.Difference between joint venture and partner ship : In joint venture the business is carried on without using a firm name, In the partnership, the business is carried on under a firm name. In the joint venture, the business transactions are recorded under cash system In the partnership, the business transactions are recorded under mercantile system. In the joint venture, profit and loss is ascertained on completion of the venture In the partner ship , profit and loss is ascertained at the end of each year. In the joint venture, it is confined to a particular operation and it is temporary. In the partnership, it is confined to a particular operation and it is permanent. 229.Meaning of Working capital : The funds available for conducting day to day operations of an enterprise. Also represented by the excess of current assets over current liabilities. 230.concepts of accounting : 1.Business entity concepts :- According to this concept, the business is treated as a separate entity distinct from its owners and others. 2.Going concern concept :- According to this concept, it is assumed that a business has a reasonable expectation of continuing business at a profit for an indefinite period of time. 3.Money measurement concept :- This concept says that the accounting records only those transactions which can be expressed in terms of money only. 4.Cost concept :- According to this concept, an asset is recorded in the books at the price paid to acquire it and that this cost is the basis for all subsequent accounting for the asset.

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Finance Notes
5.Dual aspect concept :- In every transaction, there will be two aspects the receiving aspect and the giving aspect; both are recorded by debiting one accounts and crediting another account. This is called double entry. 6.Accounting period concept :- It means the final accounts must be prepared on a periodic basis. Normally accounting period adopted is one year, more than this period reduces the utility of accounting data. 7.Realization concept :- According to this concepts, revenue is considered as being earned on the data which it is realized, i.e., the date when the property in goods passes the buyer and he become legally liable to pay. 8.Materiality concepts :- It is a one of the accounting principle, as per only important information will be taken, and un important information will be ignored in the preparation of the financial statement. 9.Matching concepts :- The cost or expenses of a business of a particular period are compared with the revenue of the period in order to ascertain the net profit and loss. 10.Accrual concept :- The profit arises only when there is an increase in owners capital, which is a result of excess of revenue over expenses and loss. 231. Financial analysis :The process of interpreting the past, present, and future financial condition of a company. 232. Income statement : An accounting statement which shows the level of revenues, expenses and profit occurring for a given accounting period. 233.Annual report : The report issued annually by a company, to its share holders. it containing financial statement like, trading and profit & lose account and balance sheet. 234. Bankrupt : A statement in which a firm is unable to meets its obligations and hence, it is assets are surrendered to court for administration 235 . Lease : Lease is a contract between to parties under the contract, the owner of the asset gives the right to use the asset to the user over an agreed period of the time for a consideration 236.Opportunity cost : The cost associated with not doing something. 237. Budgeting : The term budgeting is used for preparing budgets and other producer for planning,co-ordination,and control of business enterprise. 238.Capital : The term capital refers to the total investment of company in money, tangible and intangible assets. It is the total wealth of a company. 239.Capitalization : It is the sum of the par value of stocks and bonds out standings. 240. Over capitalization : When a business is unable to earn fair rate on its outstanding securities. 241. Under capitalization : When a business is able to earn fair rate or over rate on it is outstanding securities.

18

Finance Notes
242. Capital gearing : The term capital gearing refers to the relationship between equity and long term debt. 243.Cost of capital : It means the minimum rate of return expected by its investment. 244.Cash dividend : The payment of dividend in cash 245.Define the term accrual : Recognition of revenues and costs as they are earned or incurred . it includes recognition of transaction relating to assets and liabilities as they occur irrespective of the actual receipts or payments. 245. accrued expenses : An expense which has been incurred in an accounting period but for which no enforceable claim has become due in what period against the enterprises. 246.Accrued revenue : Revenue which has been earned is an earned is an accounting period but in respect of which no enforceable claim has become due to in that period by the enterprise. 247.Accrued liability : A developing but not yet enforceable claim by an another person which accumulates with the passage of time or the receipt of service or otherwise. it may rise from the purchase of services which at the date of accounting have been only partly performed and are not yet billable. 248.Convention of Full disclosure : According to this convention, all accounting statements should be honestly prepared and to that end full disclosure of all significant information will be made. 249.Convention of consistency : According to this convention it is essential that accounting practices and methods remain unchanged from one year to another. 250.Define the term preliminary expenses : Expenditure relating to the formation of an enterprise. There include legal accounting and share issue expenses incurred for formation of the enterprise. 251.Meaning of Charge : charge means it is a obligation to secure an indebt ness. It may be fixed charge and floating charge. 252.Appropriation : It is application of profit towards Reserves and Dividends. 253.Absorption costing : A method where by the cost is determine so as to include the appropriate share of both variable and fixed costs. 254.Marginal Cost : Marginal cost is the additional cost to produce an additional unit of a product. It is also called variable cost. 255. What are the ex-ordinary items in the P&L a/c : The transaction which are not related to the business is termed as ex-ordinary transactions or ex-ordinary items. Egg:- profit or losses on the sale of fixed assets, interest received from other company investments, profit or loss on foreign exchange, unexpected dividend received. 256 . Share premium : The excess of issue of price of shares over their face value. It will be showed with the allotment entry in the journal, it will be adjusted in the balance sheet on the liabilities side under the head of reserves & surplus. 257.Accumulated Depreciation : The total to date of the periodic depreciation charges on depreciable assets. 19

Finance Notes
258.Investment : Expenditure on assets held to earn interest, income, profit or other benefits. 259.Capital : Generally refers to the amount invested in an enterprise by its owner. Ex; paid up share capital in corporate enterprise. 260. Capital Work In Progress : Expenditure on capital assets which are in the process of construction as completion. 261. Convertible Debenture : A debenture which gives the holder a right to conversion wholly or partly in shares in accordance with term of issues. 262.Redeemable Preference Share : The preference share that is repayable either after a fixed (or) determinable period (or) at any time dividend by the management. 263. Cumulative preference shares : A class of preference shares entitled to payment of umulates dividends. Preference shares are always deemed to be cumulative unless they are expressly made non-cumulative preference shares. 264.Debenture redemption reserve : A reserve created for the redemption of debentures at a future date. 265. Cumulative dividend : A dividend payable as cumulative preference shares which it unpaid cumulates as a claim against the earnings of a corporate before any distribution is made to the other shareholders. 266. Dividend Equalization reserve : A reserve created to maintain the rate of dividend in future years. 267. Opening Stock : The term opening stock means goods lying unsold with the businessman in the beginning of the accounting year. This is shown on the debit side of the trading account. 268.Closing Stock : The term Closing Stock includes goods lying unsold with the businessman at the end of the accounting year. The amount of closing stock is shown on the credit side of the trading account and as an asset in the balance sheet. 269.Valuation of closing stock : The closing stock is valued on the basis of Cost or Market price whichever is less principle. 272. Contingency : A condition (or) situation the ultimate out come of which gain or loss will be known as determined only as the occurrence or non occurrence of one or more uncertain future events. 273.Contingent Asset : An asset the existence ownership or value of which may be known or determined only on the occurrence or non occurrence of one more uncertain future events. 274. Contingent liability : An obligation to an existing condition or situation which may arise in future depending on the occurrence of one or more uncertain future events. 275. Deficiency : the excess of liabilities over assets of an enterprise at a given date is called deficiency. 276.Deficit : The debit balance in the profit and loss a/c is called deficit.

20

Finance Notes
277.Surplus : Credit balance in the profit & loss statement after providing for proposed appropriation & dividend , reserves. 278.Appropriation Assets : An account sometimes included as a separate section of the profit and loss statement showing application of profits towards dividends, reserves. 279. Capital redemption reserve : A reserve created on redemption of the average cost:- the cost of an item at a point of time as determined by applying an average of the cost of all items of the same nature over a period. When weights are also applied in the computation it is termed as weight average cost. 280.Floating Change : Assume change on some or all assets of an enterprise which are not attached to specific assets and are given as security against debt. 281.Difference between Funds flow and Cash flow statement : A Cash flow statement is concerned only with the change in cash position while a funds flow analysis is concerned with change in working capital position between two balance sheet dates. A cash flow statement is merely a record of cash receipts and disbursements. While studying the short-term solvency of a business one is interested not only in cash balance but also in the assets which are easily convertible into cash. 282. Difference Between the Funds flow and Income statement : A funds flow statement deals with the financial resource required for running the business activities. It explains how were the funds obtained and how were they used, Whereas an income statement discloses the results of the business activities, i.e., how much has been earned and how it has been spent. A funds flow statement matches the funds raised and funds applied during a particular period. The source and application of funds may be of capital as well as of revenue nature. An income statement matches the incomes of a period with the expenditure of that period, which are both of a revenue nature. 1) American Depository Receipt ADR: A negotiable certificate issued by a U.S. bank representing a specified number of shares (or one share) in a foreign stock that is traded on a U.S. exchange. ADRs are denominated in U.S. dollars, with the underlying security held by a U.S. financial institution overseas, and help to reduce administration and duty costs on each transaction that would otherwise be levied. 2) Global Depository Receipt GDR: 1. A bank certificate issued in more than one country for shares in a foreign company. The shares are held by a foreign branch of an international bank. The shares trade as domestic shares, but are offered for sale globally through the various bank branches. 3) Working Capital Cycle: The Cycle of working capital rotates from cash, raw materials, overheads, work-in-progress, debtors and ends with again cash. 4) Negative effects of working capital: The total current liabilities are in excess of total current assets gives the negative effect of working capital.

21

Finance Notes
5) Depreciation: It is a measure of wearing out, consumption or other loss of value of a depreciable assets arising from its usage or passage of time. 6) Depletion : It is a method of providing depreciation on wasting assets like mineral ores e.t.c. 7) Amortization: It is a method to witing off of the asset over a period of time similar to depreciation. This method is generally used for Intangible assets. 8)Profit & Loss (appropriation) account : The provisions contained in part II of schedule VI of the companies act require that the appropriation made out of profit like proposed dividend, transfer to and from reserves and other appropriations should be disclosed in profit & loss (appropriation) a/c. 9)NPV: Net Present Value: The difference between the present value of cash inflows and the present value of cash outflows. NPV is used in capital budgeting to analyze the profitability of an investment or project 10) Internal Rate of Return: It is the rate at which the sum totals of cash inflows after discounting equals to the discounted cash outflows. The IRR of a project is the discount rate which makes net present value of the project equal to zero. 11) Treatment of dividends in cash flow statements: When we pay dividend for the investments made by the outsiders, it is called as financing activity and taken into consideration of cash flow from financing activity where as the receipt of dividend in respect of investment that we made considered in cash flow from investing activity. 12) Treatment of interest in cash flow statements: When we pay interest on the borrowed amount, it is called as financing activity and taken into consideration of cash flow from financing activity where as the receipt of interest in respect of advances that we made considered in cash flow from investing activity. 13)Profit & loss account Vs Cash flow statement: P & L a/c is a period end account which gives the details of revenue earned with that of the expenses charged shows the net profit or loss for the period. Cash flow statement is as on date statement which gives the details of flow of cash through receipts and expenses irrespective of revenues and expenditure. 14) Operating income Vs Net income: Income generated from the regular operating activities of the business is called operating income. Income that is left after taking into consideration of operating income, expenses, non-operating income and non-operating expenses and income taxes is called net income. 15) Gross working capital Vs Net working capital: The total of investments in all current assets is known as gross working capital. Excess of total current assets over total current liabilities is called net working capital. 16) Prospectus : It is defined as a public document described or issued as a prospectus and includes any notice, circular, advertisement or other document, inviting the public to subscribe or purchase of any shares or debentures of a body corporate. 17) Interim dividend Vs Final dividend: Dividend which is paid in the middle of the fiscal year or before the due date in accordance with the provisions of the companies act is called as Interim dividend.

22

Finance Notes
Dividend paid as on due date as per the provisions of the companies act is called final dividend. If the interim dividend is paid then the final dividend will be paid after excluding the interim dividend. 18)Net worth.: The total of share holders funds and reserves and surplus after deducting fictitious assets is called as net worth. 19) Capitalization of reserves: The process of conversion of accumulated profits and reserves into equity shares is called as capitalization of reserves. This is used while issue of bonus shares. 20) P/E Ratio: It is the relationship between the contribution and sales values. It is expressed as a percentage. Contribution/sales * 100 = (Sales-Variable costs)/Sales * 100. 21) Premium on shares: When the shares are issued at a value more than the nominal value then it is called shares issued at premium. 22) Discount on shares: When the shares are issued at less than the nominal value then it is called shares issued at discount. 23) Bull market/Bear market: When stock prices are rising for an extended period, it is called bull market which is an opposite to that of bear market. 24) Retained Earnings: Which is nothing but the balance carried forward in the profit and loss account to the next year shown under reserves and surplus. OR The percentage of net earnings not paid out as dividends, but retained by the company to be reinvested in its core business or to pay debt. It is recorded under reserves and surplus on the balance sheet. 25) Fixed asset/Financial Asset: The property of the company which aids the production includes machinery, land, equipment and others. The assets of the company which earns the revenue to the company in terms of interest or dividend is called financial asset. 26) Sunk costs: Historical costs incurred in the past are known as sunk costs. 27) SEBI Vs SEC: SEBI: it is called as the stock exchange board of India which is regulatory authority in India established under the act to safeguard the interests of the shareholders. SEC: It is called as the Securities exchange and commission act which is a regulatory authority in USA established under the act similar to that of SEBI in India. 28) Intangible Assets Vs Fictious Assets Intangible Assets: These are the assets which are useful for the appreciation of the business and helps for the growth of the business but they are not tangible like Good will, patents, trademarks e.t.c. Fictitious Assets: These are the debit balances of expenditure which are treated assets to be written off over a period of time like preliminary expenditure written off, miscellaneous expenditure written off e.t.c. 29) Gross Profit Vs Net Profit: The surplus balances in the trading account which is carried forward to the P&L a/c is called as the Gross profit which is arrived from trading or production activities.

23

Finance Notes
The surplus balance in the P&L account which is reflected in the balance sheet is called as Net profit arrived after taking into account of operating and non-operating revenues, operating and non-operating expenses. 30) Equity Vs Preferred: Equity holders are those who are the real owners of the company and are entitled to ownership rights, preferred holders are those who are entitled to preferential rights upon the equity holders in terms of dividends and the distribution of assets at the time of liquidation. 31) Preliminary Expenditure: Expenditure incurred before the incorporation of the company is called as preliminary expenses. 32) Cash flow: It is a statement which gives the details about the cash generated from various activities like operating, investing and financing and the cash expended on such activities during the period 33) Minority interest: **Paid up equity capital held by outsider plus share of reserves and surplus on the date of balance sheet A significant but non-controlling ownership of less than 50% of a company's voting shares by either an investor or another company 34) Private vs. public: Private ltd is registered company which is limited by shares and limited by its no. of members and prohibits to publish the prospectus Public is a registered company which is opposite to that as private company 35) Goodwill: It is treated to be intangible assets which is purchased for the appreciation as the business that is acquired and it is amortized over a period of time 36) GAAP: These are generally accepted accounting principles called as accounting standards which are to be followed while prepares the financial statements like profit and loss a\c and balance sheet 37) Market capitalization: It is total value as all the outstanding shares with that as the current market price as the share 38) Annual report: It is the report which is to be field with the register and companies details the financial results as the company for the year and the preceding year, the report consists as companys projects and other year end statistics 38) IPO: When a company initial listing with the stock exchanges board of India. Then it is called as Initial public offering. 39) SM\AGM\EGM: SM: Every company limited by share and every company limited by guarantee and having a share capital shall with in a period of not less that one month or more than six months from the date of which the company is entitled to commence business , hold a general meeting of the members of the company. This is called as Statuatory meeting. AGM: Every company shall in each year hold in addition to any other meeting a general meeting as its annual general meeting and shall specify the meeting as such in the notice calling it. EGM: any meeting other than the two above is called E.G.M. It is conducted for special and urgent business. 40) QUORUM: The minimum no of members who must be present in order to constitute a valid meeting and transact business there off.

24

Finance Notes
5 members in the case of a public company. 2 in the case of public company. Subsidiary Company: company. It is a registered company whose maximum share is held by holding

Prepaid Vs O/s Exp: Any expenditure which is paid in advance is called as prepaid expense. It is treated as an asset and deducted from the current expenditure. Any Expenditure which is payable shall be treated as o/s expenses and it is treated as current liability in the balance sheet. Operating Vs Non-Operating: Operating Exp are those which are incurred in the regular course of business for generating revenues. Non-Operating Exp are one time Expenditure which are expended not for regular course of business. NAV-Net Assets Value: The value of assets applicable to one unit. This is calculated as total assets minus all prior charges and divided by the member of the total outstanding units. AOA Vs MOA: MOA is the most important document which is called as charter of the company and regulates the external affairs of the company. AOA specifies the rules regulations and bye-laws for the internal management of the affairs of the company. Minority Interest: The portion of net assets of subsidiary onthe date of consolidation not controlled by the parent itself or through its subsidiary. Paid up share capital held by the outsider (outside group) + share of reserves. A significant but non-controlling ownership of less than 50% of a company's voting shares by either an investor or another company Capital Employed: It is defined as the amount which is invested in the business to generate production and revenue with the aid of such capital employed capital. It is calculated as Share capital + Reserves & Surplus + Debenture & long term debt fictituous assets Or Fixed Assets + intangible assets + Net working capital. Deferred tax asset/ liability: Difference between the tax expense which is calculated on accrual basis and current tax liability to be paid for particular period as per income tax act is called deferred tax asset/liability. Call Option: A contract giving the holders a right to buy an underlying security at a specified price with in a specified time period. Diversification: An investment strategy to reduce risks by investing in securities, common stock, debenture or bonds of several companies. Share Warrant: A Share warrant is a bearer document issued only by a public company to the holder on the approval of central govt. it is negotiable without any instrument of transfer. Rights issue: Where a company proceeds to issue any further shares after the expiry of Two years from the date of incorporation of the company One year after the first allotment of shares. Which ever is earlier. 25

Finance Notes
Such an allotment should be made to the shareholders of the company in proportion to the capital paid. Reserves Vs Provisions: Reserves are amounts appropriated out of profit which are not intended to meet any liability contingency, commitement or diminuition in the value of assets known to exit at the date of balance sheet. Amounts calculated or transferred form profits to make food the diminuition in asset values due to the fact that that some of them have been lost or destroyed as a result of some natural calamities or debts have proved to be irrecoverable are also described as provisions. Revenue Reserves: Represents profits that are available for distribution to shareholders held for the time being or any on or more purpose. Capital Reserve: A capital reserve represents surplus of profit earned in respect of certain types of transactions like sale of fixed assets at a price in excess of cost realization of profits on issue of forfeited shares or balances. It generally used for writing down fictituous assets or losses for issuing bonus shares. Capital redemption reserve: When there is redemption of redeemable preference shares out of accumulated profit. It will be necessary to transfer to the CRR account an amount equal to the amount repaid on the redemption of preference shares on a/c of face value less proceeds of a fresh issue of capital made for the purpose of redemption. NPL Vs NPA: An asset shall be treated as non performing when income on it is not received for certain period. A loan amount is said to be non performing when the interest and the principle amount is not received for certain period. Share is one of a finite number of equal portions in the capital of a company, entitling the owner to a proportion of distributed, non-reinvested profits known as dividends and to a portion of the value of the company in case of liquidation Bank reconciliation allows companies or individuals to compare their account records to the bank's records of their account balance in order to uncover any possible discrepancies Bankruptcy is a legally declared inability or impairment of ability of an individual or organizations to pay their creditors. Cash flow is a term that refers to the amount of cash being received and spent by a business during a defined period of time, sometimes tied to a specific project. Measurement of cash flow can be used Preferred stock differs from common stock in that it typically does not carry voting rights but is legally entitled to receive a certain level of dividend payments before any dividends can be issued to other shareholders. Retained earnings refer to the portion of net income which is retained by the corporation rather than distributed to its owners. Similarly, if the corporation makes a loss, then that loss is retained. Retained earnings are cumulative from year to year. American Depositary Receipt (or ADR) represents ownership in the shares of a foreign company trading on US financial markets

26

Finance Notes
Nifty, an index for large cap stocks on the National Stock Exchange of India Accounting is the discipline of measuring, communicating and interpreting financial activity. Accounting is also widely referred to as the "language of business".[ ROE It measures a firm's efficiency at generating profits from every dollar of net assets (assets minus liabilities), and shows how well a company uses investment dollars to generate earnings growth. ROCE It basically can be used to show how much a business is gaining for its assets, or how much it is losing for its liabilities Finance means the study of different ways in which individuals, businesses and organizations raise and allocate monetary resources and use the same for business purposes keeping the risks involved in mind Accounts Related Questions: what are the models of valuation of the company explain about APP in SAP fico module? WHAT IS SECONDARY TRACKING FLEX FIELD QUALIFIER AND HOW IT IS USED? WHAT IS SECONDARY TRACKING FLEX FIELD QUALIFIER AND HOW IT IS USED? WHAT IS SECONDARY TRACKING FLEX FIELD QUALIFIER AND HOW IT IS USED? What is exact difference b/w Accounts and finance IPO what is net worth what is quick asset What are different types of invoice? how to joine accountancy What do you mean by Investment Banking? What is General Ledger What is business entity concept? How to prepare Profit and los accounts? Forward contract, an agreement between two parties to buy or sell an asset at a pre-agreed future point in time. Futures contract is a standardized contract traded on a futures exchange, to buy or sell a certain underlying instrument at a certain date in the future, at a specified price. The future date is called the delivery date or final settlement date Options are financial instruments that convey the right, but not the obligation, to engage in a future transaction on some underlying security. Amortization is the process of decreasing or accounting for an amount over a period of time. The primary is that part of the capital markets that deals with the issuance of new securities. The secondary market is the financial market for trading of securities that have already been issued in an initial private or public offering. 27

Finance Notes

Stock exchange, share market or bourse is a corporation or mutual organization which provides facilities for stock brokers and traders, to trade company stocks and other securities. Stock exchanges also provide facilities for the issue and redemption of securities as well as other financial instruments and capital events including the payment of income and dividends Stock split increases the number of shares in a public company. The price of adjusted such that the before and after market capitalization of the company remains the same and dilution does not occur. Options and warrants are included. Also known as a Stock Divide. Initial Public Offering (IPO) is the first sale of stock by a private company to the public. IPOs are often issued by smaller, younger companies seeking capital to expand, but can also be done by large privately-owned companies looking to become publicly traded The BSE Sensex or Bombay Stock Exchange Sensitive Index is a value-weighted index composed of 30 stocks with the base April 1979 = 100. It consists of the 30 largest and most actively traded stocks, representative of various sectors, on the Bombay Stock Exchange Portfolio management involves deciding what assets to include in the portfolio, given the goals of the portfolio owner and changing economic conditions. Selection involves deciding what assets to purchase, how many to purchase, when to purchase them, and what assets to divest. These decisions always involve some sort of performance measurement, most typically expected return on the portfolio, and the risk associated with this return (i.e. the standard deviation of the return). Typically the expected return from portfolios comprised of different asset bundles are compared. Income Statement, also called a Profit and Loss Statement (P&L), is a financial statement for companies that indicates how Revenue (money received from the sale of products and services before expenses are taken out, also known as the "top line") is transformed into net income (the result after all revenues and expenses have been accounted for, also known as the "bottom line"). The purpose of the income statement is to show managers and investors whether the company made or lost money during the period being reported. Capital budgeting (or investment appraisal) is the planning process used to determine a firm's long term investments such as new machinery, replacement machinery, new plants, new products, and research and development projects Global Depository Receipt or (GDR) is a certificate issued by a depository bank, which purchases shares of foreign companies and deposits it on the account. Zero-based processing one can forget about last year, pretend that the program is brand-new, and see if one can provide a detail of expenses for what one would need to fully accomplish the program venture capital fund is a pooled investment vehicle (often a limited partnership) that primarily invests the financial capital of third-party investors in enterprises that are too risky for the standard capital markets or bank loans. Net worth (sometimes "net assets") is the total assets minus total liabilities of an individual or a company. For a company, this is called shareholders' equity and may be referred to as book value. Net worth is stated for a particular point in time

28

Finance Notes
Accounting on the other hand is the measurement, disclosure or provision of assurance about financial information that helps managers, investors, tax authorities and other decision makers make resource allocation decisions. Financial accounting is one branch of accounting and historically has involved processes by which financial information about a business is recorded, classified, summarized, interpreted, and communicated. There are different categories in which accounting can be distributed, like cost accounting, financial accounting, internal and external accounting, etc. Tax Related Questions What are the exemptions from salary? What is Excise & Service Tax? What's Diffarance Excise & Service Tax? Why are component values not adding up to total values in some tables? Why are component values not adding up to total values in some tables? What is the difference between income year, financial year and FBT year? What is the present rate of T.D.S and what is the tax for person salary at present What is business? What is the meaning of dealer? What is the meaning of dealer? How a dealer shall be registered under O.S.T. & C.S.T. Act? What is Profession Tax? What is the mode of payment of Entry Tax? At is the mode of payment of Entry Tax? What is Entry Tax as enforceable from 1.12.1999? What is Entry Tax as enforceable from 1.12.1999? what is luxury tax? What is Entertainment Tax? How the dealer is paying Admitted Tax? What do you mean by Commercial Tax? Audit Related Questions What type of questions will be asked in the interviews? Corporate frauds Secretarial audit Duties of auditor Investigation vs. audit Cost audit system Investigation vs. audit Cost audit system Comptroller auditor general of India functions Audit papers Audit programme Internal check system Internal audit What duty to auditors and independent examiner have to report problems to the Commission? When is income from rented accommodation to be treated as investment income and when as trading income? Is materiality by fund balance or transactions? A company charity (gross income <? 250k) wishes to take advantage of the audit exemption regime. However, there is an audit provision in the company's Articles. Should they be required to change the Articles? Unearned income refers to income that is not a wage. 29

Finance Notes
It includes interest, dividends or realized capital gains from investments, rent from land or property ownership, and any other income that does not derive from work. Unearned income has often been treated differently for tax purposes than earned income, in order to redistribute income. Such a tax structure is most often seen implemented by a socialist government. A consortium is an association of two or more individuals, companies, organizations or governments (or any combination of these entities) with the objective of participating in a common activity or pooling their resources for achieving a common goal

A prospectus is a legal document that institutions and businesses use to describe the securities they are offering for participants and buyers. A prospectus commonly provides investors with material information about mutual funds, stocks, bonds and other investments, such as a description of the company's business, financial statements, biographies of officers and directors, detailed information about their compensation, any litigation that is taking place, a list of material properties and any other material information. In the context of an individual securities offering such as an initial public offering, a prospectus is distributed by underwriters or brokerages to potential investors. The main stock exchanges in the world include: American Stock Exchange Australian Stock Exchange Bermuda Stock Exchange Bolsa Mexicana de Valores Bombay Stock Exchange Budapest Stock Exchange Casablanca Stock Exchange Euronext Amsterdam Euronext Brussels Euronext Lisbon Euronext Paris Frankfurt Stock Exchange Ghana Stock Exchange Helsinki Stock Exchange Hong Kong Stock Exchange Istanbul Stock Exchange Jakarta Stock Exchange JASDAQ Johannesburg Securities Exchange Karachi Stock Exchange Korea Stock Exchange Kuwait Stock Exchange Lahore Stock Exchange London Stock Exchange Madrid Stock Exchange Malaysia Stock Exchange Milan Stock Exchange 30

Finance Notes
Nagoya Stock Exchange National Stock Exchange of India NASDAQ New York Stock Exchange Osaka Securities Exchange Philippine Stock Exchange Santiago Stock Exchange So Paulo Stock Exchange Shanghai Stock Exchange Singapore Exchange Stockholm Stock Exchange Taiwan Stock Exchange Tokyo Stock Exchange Toronto Stock Exchange Zurich Stock Exchange

A bull market tends to be associated with increasing investor confidence, motivating investors to buy in anticipation of further capital gains A bear market is described as being accompanied by widespread pessimism. Investors anticipating further losses are motivated to sell, with negative sentiment feeding on itself in a vicious circle A stock market is a private or public market for the trading of company stock and derivatives of company stock at an agreed price; both of these are securities listed on a stock exchange as well as those only traded privately. The movements of the prices in a market or section of a market are captured in price indices called stock market indices, of which there are many, e.g., the S&P, the FTSE and the Euronext indices. The Open Directory Project (ODP), also known as dmoz (from directory.mozilla.org, its original domain name), is a multilingual open content directory of World Wide Web links owned by Netscape that is constructed and maintained by a community of volunteer editors Stock Market Boom: A stock market bubble is a type of economic bubble taking place in stock markets when price of stocks rise and become overvalued by any measure of stock valuation. The existence of stock market bubbles is at odds with the assumptions of efficient market theory which assumes rational investor behaviour. Behavioral finance theory attribute stock market bubbles to cognitive biases that lead to groupthink and herd behavior. Bubbles occur not only in real-world markets, with their inherent uncertainty and noise, but also in highly predictable experimental markets [1]. In the laboratory, uncertainty is eliminated and calculating the expected returns should be a simple mathematical exercise, because participants are endowed with assets that are defined to have a finite lifespan and a known probability distribution of dividends. Other theoretical explanations of stock market bubbles have suggested that they are rational [2], intrinsic [3] , and contagious [4]. Amortization or amortisation is the process of decreasing or accounting for an amount over a period of time

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Finance Notes
Deferred revenue expenditure is that where the benefit the expenditure can be had for more than ONE accounting period and less than FIVE accounting periods. A mutual fund is a professionally-managed form of collective investments that pools money from many investors and invests it in stocks, bonds, short-term money market instruments, and/or other securities.[1] In a mutual fund, the fund manager, who is also known as the portfolio manager, trades the fund's underlying securities, realizing capital gains or losses, and collects the dividend or interest income A bonus share is a free share of stock given to current shareholders in a company, based upon the number of shares that the shareholder already owns. An issue of bonus shares is referred to as a bonus issue. Securities and Exchange Board of India (SEBI) it is chaired by Mr. M. Damodaran, SEBI has three functions rolled into one body: quasi-legislative, quasi-judicial and quasiexecutive. It drafts rules in its legislative capacity, it conducts enquiries and enforcement action in its executive function and it passes rulings and orders in its judicial capacity. Though this makes it very powerful, there is an appeals process to create accountability. CRR The reserve requirement (or required reserve ratio) is a bank regulation that sets the minimum reserves each bank must hold to customer deposits and notes. These reserves are designed to satisfy withdrawal demands, and would normally be in the form of fiat currency stored in a bank vault (vault cash), or with a central bank. The reserve ratio is sometimes used as a tool in monetary policy, influencing the country's economy, borrowing, and interest rates.[ The Federal Reserve System (also the Federal Reserve; informally The Fed) is the central banking system of the United States. The Federal Reserve System, created in 1913, is a quasi-public, quasi-private banking system composed of (1) the presidentially-appointed Board of Governors of the Federal Reserve System in Washington, D.C.; (2) the Federal Open Market Committee; ( One major area of criticism focuses on the failure of the Federal Reserve System to stop inflation; this is seen as a failure of the Fed's legislatively mandated duty [52] to maintain stable prices. The Federal Reserve System was created via the Federal Reserve Act of December 23rd, 1913.[17] The Reserve Banks opened for business on November 16, 1914. Federal Reserve Notes were created as part of the legislation, to provide a supply of currency. The notes were to be issued to the Reserve Banks for subsequent transmittal to banking institutions. The Federal Reserve System tries to control the size of the money supply by conducting open market operations, in which the Federal Reserve lends or purchases specific types of securities with authorized participants, known as primary dealers, such as the United States Treasury.

The Indian stock market mainly consists of the Bombay Stock Exchange and the National Stock Exchange. The market is one of the fast growing emerging markets in the world, and the BSE is 32

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the oldest stock exchange in Asia. More than 6500 scripts are traded at the BSE and more than 2500 scripts are traded at the NSE. It contains different kind of markets: 1 metal market 2 oil market 3 banking stock market and lots more Debentures: A type of debt instrument that is not secured by physical asset or collateral. Debentures are backed only by the general creditworthiness and reputation of the issuer. Both corporations and governments frequently issue this type of bond in order to secure capital. Like other types of bonds, debentures are documented in an indenture. Debentures have no collateral. Bond buyers generally purchase debentures based on the belief that the bond issuer is unlikely to default on the repayment. An example of a government debenture would be any government-issued Treasury bond (T-bond) or Treasury bill (T-bill). T-bonds and T-bills are generally considered risk free because governments, at worst, can print off more money or raise taxes to pay these type of debts. Any type of debenture that can be converted into some other security. For example, a convertible bond can be converted into stock. PVT. Co: A company whose ownership is private. As a result, it does not need to meet the strict Securities and Exchange Commission filing requirements of public companies. Private companies may issue stock and have shareholders. However, their shares do not trade on public exchanges and are not issued through an initial public offering. In general, the shares of these businesses are less liquid and the values are difficult to determine. Public Co: A company that has issued securities through an initial public offering and which are traded on at least one stock exchange or over-the-counter market. These companies must file documents and meet stringent reporting requirements set out by the Securities and Exchange Commission, including the public disclosure of financial statements. Any company whose shares are available to the public is a public company. Director: In relation to a company, a director is an officer of the company charged with the conduct and management of its affairs. A director may be an inside director (a director who is also an officer) or an outside, or independent, director. The directors collectively are referred to as a board of directors. Sometimes the board will appoint one of its members to be the chair of the board of directors. Theoretically, the control of a company is divided between two bodies: the board of directors, and the shareholders in general meeting. In practice, the amount of power exercised by the board varies with the type of company. In small private companies, the directors and the shareholders will normally be the same people, and thus there is no real division of power. In large public companies, the board tends to exercise more of a supervisory role, and individual responsibility and management tends to be delegated downward to individual professional executive directors

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(such as a finance director or a marketing director) who deal with particular areas of the company's affairs. Margin of safety: A principle of investing in which an investor only purchases securities when the market price is significantly below its intrinsic value. In other words, when market price is significantly below your estimation of the intrinsic value, the difference is the margin of safety. This difference allows an investment to be made with minimal downside risk. The term was popularized by Benjamin Graham (known as "the father of value investing") and his followers, most notably Warren Buffett. Margin of safety doesn't guarantee a successful investment, but it does provide room for error in an analyst's judgment. Determining a company's "true" worth (its intrinsic value) is highly subjective. Each investor has a different way of calculating intrinsic value which may or may not be correct. Plus, it's notoriously difficult to predict a company's earnings. Margin of safety provides a cushion against errors in calculation. Margin of safety is a concept used in many areas of life, not just finance. For example, consider engineers building a bridge that must support 100 tons of traffic. Would the bridge be built to handle exactly 100 tons? Probably not. It would be much more prudent to build the bridge to handle, say, 130 tons, to ensure that the bridge will not collapse under a heavy load. The same can be done with securities. If you feel that a stock is worth $10, buying it at $7.50 will give you a margin of safety in case your analysis turns out to be incorrect and the stock is really only worth $9. There is no universal standard to determine how wide the "margin" in margin of safety should be. Each investor must come up with his or her own methodology. BEP: 1. In general, the point at which gains equal losses.

2. In options, the market price that a stock must reach for option buyers to avoid a loss if they exercise. For a call, it is the strike price plus the premium paid. For a put, it is the strike price minus the premium paid. Also referred to as a "breakeven". For businesses, reaching the break-even point is the first major step towards profitability. Put Option: An option contract giving the owner the right, but not the obligation, to sell a specified amount of an underlying security at a specified price within a specified time. This is the opposite of a call option, which gives the holder the right to buy shares. A put becomes more valuable as the price of the underlying stock depreciates relative to the strike price. For example, if you have one Mar 07 Taser 10 put, you have the right to sell 100 shares of Taser at $10 until March 2007 (usually the third Friday of the month). If shares of Taser fall to $5 and you exercise the option, you can purchase 100 shares of Taser for $5 in the market and sell the shares to the option's writer for $10 each, which means you make $500 (100 x $10-$5) on the put option. Call Option:

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An agreement that gives an investor the right (but not the obligation) to buy a stock, bond, commodity, or other instrument at a specified price within a specific time period. It may help you to remember that a call option gives you the right to "call in" (buy) an asset. You profit on a call when the underlying asset increases in price. Intanigible Asset: An asset that is not physical in nature. Corporate intellectual property (items such as patents, trademarks, copyrights, business methodologies), goodwill and brand recognition are all common intangible assets in today's marketplace. An intangible asset can be classified as either indefinite or definite depending on the specifics of that asset. A company brand name is considered to be an indefinite asset, as it stays with the company as long as the company continues operations. However, if a company enters a legal agreement to operate under another company's patent, with no plans of extending the agreement, it would have a limited life and would be classified as a definite asset. While intangible assets don't have the obvious physical value of a factory or equipment, they can prove very valuable for a firm and can be critical to its long-term success or failure. For example, a company such as Coca-Cola wouldn't be nearly as successful were it not for the high value obtained through its brand-name recognition. Although brand recognition is not a physical asset you can see or touch, its positive effects on bottom-line profits can prove extremely valuable to firms such as Coca-Cola, whose brand strength drives global sales year after year.

Tanigible Asset: An asset that has a physical form such as machinery, buildings and land. This is the opposite of an intangible asset such as a patent or trademark. Whether an asset is tangible or intangible isn't inherently good or bad. For example, a well-known brand name can be very valuable to a company. On the other hand, if you produce a product solely for a trademark, at some point you need to have "real" physical assets to produce it. Rights issue: Issuing rights to a company's existing shareholders to buy a proportional number of additional securities at a given price (usually at a discount) within a fixed period. Rights are often transferable, allowing the holder to sell them on the open market. Rights: A security giving stockholders entitlement to purchase new shares issued by the corporation at a predetermined price (normally less than the current market price) in proportion to the number of shares already owned. Rights are issued only for a short period of time, after which they expire. This also known as "subscription rights" or "share purchase rights". Employee Stock Option:

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The payment of stock in lieu of cash for services provided This is a common method used by corporations to compensate executives. The theory is that executives will work harder since they want their own stock to rise in value and, therefore, have the best interests of shareholders in mind. Insider Trading:

Insider trading is the trading of a corporation's stock or other securities (e.g. bonds or stock options) by corporate insiders such as officers, directors, or holders of more than ten percent of the firm's shares. Insider trading may be perfectly legal, but the term is frequently used to refer to a practice, illegal in many jurisdictions, in which an insider or a related party trades based on material non-public information obtained during the performance of the insider's duties at the corporation, or otherwise misappropriated.[1] All insider trades must be reported in the United States. Many investors follow the summaries of insider trades, published by the United States Securities and Exchange Commission (SEC), in the hope that mimicking these trades will be profitable. Legal "insider trading" may not be based on material non-public information. Illegal insider trading in the US requires the participation (perhaps indirectly) of a corporate insider or other person who is violating his fiduciary duty or misappropriating private information, and trading on it or secretly relaying it. Insider trading is believed to raise the cost of capital for securities issuers, thus decreasing overall economic growth.[2] Venture Capital: Financing for new businesses. In other words, money provided by investors to startup firms and small businesses with perceived, long-term growth potential. This is a very important source of funding for startups that do not have access to capital markets. It typically entails high risk for the investor, but it has the potential for above-average returns. Venture capital can also include managerial and technical expertise. Most venture capital comes from a group of wealthy investors, investment banks and other financial institutions that pool such investments or partnerships. This form of raising capital is popular among new companies, or ventures, with limited operating history, who cannot raise funds through a debt issue. The downside for entrepreneurs is that venture capitalists usually get a say in company decisions, in addition to a portion of the equity. Seed Capital: The initial equity capital used to start a new venture or business. This initial amount is usually quite small because the venture is still in the idea or conceptual stage. Also, there's a high risk that the venture will fail. Bridge Financing: A method of financing, used by companies before their IPO, to obtain necessary cash for the maintenance of operations.

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These funds are usually supplied by the investment bank underwriting the new issue. As payment, the company acquiring the bridge financing will give a number of shares at a discount of the issue price to the underwriters that equally offsets the loan. This financing is, in essence, a forwarded payment for the future sales of the new issue. Stock Split: A type of corporate action where a company's existing shares are divided into multiple shares. Although the amount of shares outstanding increases by a specific multiple, the total dollar value of the shares remains the same compared to pre-split amounts, because no real value has been added as a result of the split. In the U.K., a stock split is referred to as a "scrip issue", "bonus issue", "capitalization issue" or "free issue". For example, in a 2-for-1 split, each stockholder receives an additional share for each share he or she holds. One reason as to why stock splits are performed is that a company's share price has grown so high that to many investors the shares are too expensive to buy in round lots. For example, if a XYZ Corp's shares were worth $1,000 each, investors would need to purchase $100,000 in order to own 100 shares. Whereas, if each share was worth $10 each, investors only need to pay $1,000 to own 100 shares. Reverse Takeover RTO: A type of merger used by private companies to become publicly traded without resorting to an initial public offering. Initially, the private company buys enough shares to control a publicly traded company. At this point, the private company's shareholder uses their shares in the private company to exchange for shares in the public company. At this point, the private company has effectively become a publicly traded one. A reverse takeover can also refer to situation where a smaller company acquires a larger company. With this type of merger, the private company does not need to pay the expensive fees associated with arranging an initial public offering. The problem, however, is the company does not acquired any additional funds through the merger and it must have enough funds to complete the transaction on its own. Deep-Discounted bonds: 1. A bond that sells at a significant discount from par value.

2. A bond that is selling at a discount from par value and has a coupon rate significantly less than the prevailing rates of fixed-income securities with a similar risk profile. 1. Typically, a deep-discount bond will have a market price of 20% or more below its face value. These bonds are perceived to be riskier than similar bonds and are thus priced accordingly. 2. These low-coupon bonds are typically long term and issued with call provisions. 37

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Investors are attracted to these discounted bonds because of their high return or minimal chance of being called before maturity. Merger: The combining of two or more companies, generally by offering the stockholders of one company securities in the acquiring company in exchange for the surrender of their stock. Basically, when two companies become one. This decision is usually mutual between both firms. Factoring: Factoring is a financial service designed to help firms to arrange their receivable better. Under a typical factoring arrangement a factor collects the accounts on due dates, effects payments to the firm on these dates and also assumes the credit risks associated with the collection of the accounts. Sometimes the factor provides an advance against the values of receivable taken over by it. In such cases factoring serves as a source of short-term finance for the firm. Capital budgeting: The process of determining whether or not projects such as building a new plant or investing in a long-term venture are worthwhile. Also known as "investment appraisal". Popular methods of capital budgeting include net present value (NPV), internal rate of return (IRR), discounted cash flow (DCF) and payback period. Bankruptcy: The state of a person or firm unable to repay debts. If the bankrupt entity is a firm, the ownership of the firm's assets is transferred from the stockholders to the bondholders. Shareholders are the last people to get paid if a company goes bankrupt. Secure creditors always get first grabs at the proceeds from liquidation. Diversification: A risk-management technique that mixes a wide variety of investments within a portfolio. The rationale behind this technique contends that a portfolio of different kinds of investments will, on average, yield higher returns and pose a lower risk than any individual investment found within the portfolio. Diversification strives to smooth out unsystematic risk events in a portfolio so that the positive performance of some investments will neutralize the negative performance of others. Therefore, the benefits of diversification will hold only if the securities in the portfolio are not perfectly correlated. Studies and mathematical models have shown that maintaining a well-diversified portfolio of 25 to 30 stocks will yield the most cost-effective amount of risk reduction. Investing in more securities will still yield further diversification benefits, albeit at a drastically smaller rate.

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Further diversification benefits can be gained by investing in foreign securities because they tend be less closely correlated to domestic investments. For example, an economic downturn in the U.S. economy may not affect Japan's economy in the same way. Therefore, having Japanese investments would allow an investor to have a small cushion of protection against losses due to an American economic downturn. Most non-institutional investors have a limited investment budget, and may find it difficult to create an adequately diversified portfolio. This fact alone can explain why mutual funds have been increasing in popularity. Buying shares in a mutual fund can provide investors with an inexpensive source of diversification. Annual report: A corporation's annual statement of financial operations. Annual reports include a balance sheet, income statement, auditor's report, and a description of the company's operations. This is usually a sleek, colorful, high gloss publication. Make sure to look beyond the marketing and dig into the numbers. This is the best way to discover the direction of the company. The 10-K is the version of the annual report which gets submitted to the SEC. It contains more detailed financial information. Annual general meeting: A mandatory yearly meeting of shareholders that allows stakeholders to stay informed and involved with company decisions and workings. This yearly meeting is the single event whereby shareholders are able to gather and ask the board of directors questions pertaining to corporate health and strategy. Proper notice must be given to shareholders with regards to meeting times and agenda. Subsidiary company: A company whose voting stock is more than 50% controlled by another company, usually referred to as the parent company. As long as the parent company has more than 50% of the voting stock in the subsidiary, it has control. In the case of a foreign subsidiary, the company under which the subsidiary is incorporated must adhere to the laws of the country in which the subsidiary operates, although the parent company still carries the foreign subsidiary's financials on its books (consolidated financial statements).

Price Earning Ratio: A valuation ratio of a company's current share price compared to its per-share earnings. Calculated as:

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Finance Notes

For example, if a company is currently trading at $43 a share and earnings over the last 12 months were $1.95 per share, the P/E ratio for the stock would be 22.05 ($43/$1.95). EPS is usually from the last four quarters (trailing P/E), but sometimes it can be taken from the estimates of earnings expected in the next four quarters (projected or forward P/E). A third variation uses the sum of the last two actual quarters and the estimates of the next two quarters. Also sometimes known as "price multiple" or "earnings multiple". In general, a high P/E suggests that investors are expecting higher earnings growth in the future compared to companies with a lower P/E. However, the P/E ratio doesn't tell us the whole story by itself. It's usually more useful to compare the P/E ratios of one company to other companies in the same industry, to the market in general or against the company's own historical P/E. It would not be useful for investors using the P/E ratio as a basis for their investment to compare the P/E of a technology company (high P/E) to a utility company (low P/E) as each industry has much different growth prospects. The P/E is sometimes referred to as the "multiple", because it shows how much investors are willing to pay per dollar of earnings. If a company were currently trading at a multiple (P/E) of 20, the interpretation is that an investor is willing to pay $20 for $1 of current earnings. It is important that investors note an important problem that arises with the P/E measure, and to avoid basing a decision on this measure alone. The denominator (earnings) is based on an accounting measure of earnings that is susceptible to forms of manipulation, making the quality of the P/E only as good as the quality of the underlying earnings number. Return on Investments: A performance measure used to evaluate the efficiency of an investment or to compare the efficiency of a number of different investments. To calculate ROI, the benefit (return) of an investment is divided by the cost of the investment; the result is expressed as a percentage or a ratio.

Return on investment is a very popular metric because of its versatility and simplicity. That is, if an investment does not have a positive ROI, or if there are other opportunities with a higher ROI, then the investment should be not be undertaken. Keep in mind that the calculation for return on investment can be modified to suit the situation -it all depends on what you include as returns and costs. The term in the broadest sense just attempts to measure the profitability of an investment and, as such, there is no one "right" calculation. For example, a marketer may compare two different products by dividing the revenue that each product has generated by its respective expenses. A financial analyst, however, may compare the same two products using an entirely different ROI calculation, perhaps by dividing the net income of an investment by the total value of all resources that have been employed to make and sell the product. 40

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This flexibility has a downside, as ROI calculations can be easily manipulated to suit the user's purposes, and the result can be expressed in many different ways. When using this metric, make sure you understand what inputs are being used. Debt to Equity Ratio: A measure of a company's financial leverage calculated by dividing its total liabilities by stockholders' equity. It indicates what proportion of equity and debt the company is using to finance its assets.

Note: Sometimes only interest-bearing, long-term debt is used instead of total liabilities in the calculation. If a lot of debt is used to finance increased operations (high debt to equity), the company could potentially generate more earnings than it would have without this outside financing. If this were to increase earnings by a greater amount than the debt cost (interest), then the shareholders benefit as more earnings are being spread among the same amount of shareholders. However, the cost of this debt financing may outweigh the return that the company generates on the debt through investment and business activities and become too much for the company to handle. This can lead to bankruptcy, which would leave shareholders with nothing. The debt/equity ratio also depends on the industry in which the company operates. For example, capital-intensive industries such as auto manufacturing tend to have a debt/equity ratio above 2, while personal computer companies have a debt/equity of under 0.5.

Market Capitalization: A measure of a company's total value. It is estimated by determining the cost of buying an entire business in its current state. Often referred to as "market cap", it is the total dollar value of all outstanding shares. It is calculated by multiplying the number of shares outstanding by the current market price of one share. Brokerages vary on their exact definitions, but the current approximate classes of market capitalization are: Mega Big/Large Mid Small Micro Cap:Marketcapof Cap: $10 Cap: $2 Cap: $300 Cap: $50 $200 billion billion million million 41 billion to to to to and $200 $10 $2 $300 greater billion billion billion million

Finance Notes
Nano Cap: Under $50 million

If a business has 50 shares, each with a market value of $10, the business's market capitalization is $500 (50 shares x $10/ share). Derivatives: In finance, a security whose price is dependent upon or derived from one or more underlying assets. The derivative itself is merely a contract between two or more parties. Its value is determined by fluctuations in the underlying asset. The most common underlying assets include stocks, bonds, commodities, currencies, interest rates and market indexes. Most derivatives are characterized by high leverage. Futures contracts, forward contracts, options and swaps are the most common types of derivatives. Because derivatives are just contracts, just about anything can be used as an underlying asset. There are even derivatives based on weather data, such as the amount of rain or the number of sunny days in a particular region. Derivatives are generally used to hedge risk, but can also be used for speculative purposes. For example, a European investor purchasing shares of an American company off of an American exchange (using American dollars to do so) would be exposed to exchange-rate risk while holding that stock. To hedge this risk, the investor could purchase currency futures to lock in a specified exchange rate for the future stock sale and currency conversion back into euros. Zero based budget: method of budgeting in which all expenditures must be justified each new period, as opposed to only explaining the amounts requested in excess of the previous period's funding. For example, if an organization used ZBB, each department would have to justify its funding every year. That is, funding would have a base at zero. A department would have to show why its funding efficiently helps the organization toward its goals. ZBB is especially encouraged for Government budgets because expenditures can easily run out of control if it is automatically assumed what was spent last year must be spent this year.

Assets under Management (AUM) In general, the market value of assets an investment company manages on behalf of investors There are widely differing views on what the term means. Some financial institutions include bank deposits, mutual funds and institutional money in their calculations. Others limit it to funds under discretionary management where the client delegates responsibility to the company. Profitability Ratios A class of financial metrics that are used to assess a business's ability to generate earnings as compared to its expenses and other relevant costs incurred during a specific period of time. For most of these ratios, having a higher value relative to a competitor's ratio or the same ratio from a previous period is indicative that the company is doing well. Some examples of profitability ratios are profit margin, return on assets and return on equity. It is important to note that a little bit of background knowledge is necessary in order to make relevant comparisons when analyzing these ratios 42

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For instances, some industries experience seasonality in their operations. The retail industry, for example, typically experiences higher revenues and earnings for the Christmas season. Therefore, it would not be too useful to compare a retailer's 4th quarter profit margin with its 1st quarter profit margin. On the other hand, comparing a retailer's 4th quarter profit margin with the profit margin from the same period a year before would be far more informative Return On Assets (ROA) An indicator of how profitable a company is relative to its total assets. ROA gives an idea as to how efficient management is at using its assets to generate earnings. Calculated by dividing a company's annual earnings by its total assets, ROA is displayed as a percentage. Sometimes this is referred to as "return on investment".

Note: Some investors add interest expense back into net income when performing this calculation because they'd like to use operating returns before cost of borrowing.

ROA tells you what earnings were generated from invested capital (assets). ROA for public companies can vary substantially and will be highly dependent on the industry. This is why when using ROA as a comparative measure, it is best to compare it against a company's previous ROA numbers or the ROA of a similar company The assets of the company are comprised of both debt and equity. Both of these types of financing are used to fund the operations of the company. The ROA figure gives investors an idea of how effectively the company is converting the money it has to invest into net income. The higher the ROA number, the better, because the company is earning more money on less investment. For example, if one company has a net income of $1 million and total assets of $5 million, its ROA is 20%; however, if another company earns the same amount but has total assets of $10 million, it has an ROA of 10%. Based on this example, the first company is better at converting its investment into profit. When you really think about it, management's most important job is to make wise choices in allocating its resources. Anybody can make a profit by throwing a ton of money at a problem, but very few managers excel at making large profits with little investment. Return On Capital Employed (ROCE)

A ratio that indicates the efficiency and profitability of a company's capital investments. Calculated as:

ROCE should always be higher than the rate at which the company borrows, otherwise any increase in borrowing will reduce shareholders' earnings. A variation of this ratio is return on average capital employed (ROACE), which takes the average of opening and closing capital employed for the time period. Return On Equity (ROE)

A measure of a corporation's profitability that reveals how much profit a company generates with the money shareholders have invested. 43

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Calculated as:

Also known as Return on Net worth (RONW). The ROE is useful for comparing the profitability of a company to that of other firms in the same industry. There are several variations on the formula that investors may use:

1. Investors wishing to see the return on common equity may modify the formula above by subtracting preferred dividends from net income and subtracting preferred equity from shareholders' equity, giving the following: return on common equity (ROCE) = net income preferred dividends / common equity. 2. Return on equity may also be calculated by dividing net income by average shareholders' equity. Average shareholders' equity is calculated by adding the shareholders' equity at the beginning of a period to the shareholders' equity at period's end and dividing the result by two. 3. Investors may also calculate the change in ROE for a period by first using the shareholders' equity figure from the beginning of a period as a denominator to determine the beginning ROE. Then, the end-of-period shareholders' equity can be used as the denominator to determine the ending ROE. Calculating both beginning and ending ROEs allows an investor to determine the change in profitability over the period. Revenue Per Occupied Room (RevPOR An industry metric used to evaluate companies in the hotel and lodging industries. RevPOR is used in conjunction with, or in place of, the more standard revenue per available room (RevPAR) statistic. RevPAR is calculated by taking the RevPOR value and multiplying it by the occupancy rate. RevPOR may also be expressed as "total RevPOR", which includes not only the room rate itself, but also any extra services such as room service, laundry services and in-room movie viewing, among others. For many hotel operators, the total revenue received per room can be much more than the perday "boilerplate" rate, and is a more full expression of how much the company is receiving per customer. RevPOR is used by analysts to determine the total revenue and profit potential of a company; occupancy rates will rise and fall with the general and local economy, but RevPOR is a metric that stands independent of how full the hotel is at any point in time. Capital Expenditure (CAPEX) Funds used by a company to acquire or upgrade physical assets such as property, industrial buildings or equipment. This type of outlay is made by companies to maintain or increase the scope of their operations. These expenditures can include everything from repairing a roof to building a brand new factory. The amount of capital expenditures a company is likely to have depends on the industry it occupies. Some of the most capital intensive industries include oil, telecom and utilities. In terms of accounting, an expense is considered to be a capital expenditure when the asset is a newly purchased capital asset or an investment that improves the useful life of an existing 44

Finance Notes
capital asset. If an expense is a capital expenditure, it needs to be capitalized; this requires the company to spread the cost of the expenditure over the useful life of the asset. If, however, the expense is one that maintains the asset at its current condition, the cost is deducted fully in the year of the expense.

Capital Reserve A type of account on a municipality's or company's balance sheet that is reserved for long-term capital investment projects or any other large and anticipated expense(s) that will be incurred in the future. This type of reserve fund is set aside to ensure that the company or municipality has adequate funding to at least partially finance the project. Contributions to the capital reserve account can be made from government subsidies, donated funds, or can be set aside from the firm's or municipalities regular revenue-generating operations. Once recorded on the reporting entity's balance sheet, these funds are only to be spent on the capital expenditure projects for which they were initially intended, excluding any unforeseen circumstances Reserve Fund An account set aside by an individual or business to meet any unexpected costs that may arise in the future as well as the future costs of upkeep. In most cases, the fund is simply a savings account or another highly liquid asset, as it is impossible to predict when an unexpected cost may arise. However, if the fund is set up to meet the costs of scheduled upgrades, less liquid assets may be used. An individual, for example, may put money into a reserve account to save money in case of unexpected unemployment. A business, such as one dealing with rental properties, will put some rental income into a fund used to pay for any unexpected repairs to the properties. Condominiums often will set up reserve funds in which condo owners pay a set monthly amount to maintain the quality of the condominium Enterprise Value (EV) A measure of a company's value, often used as an alternative to straightforward market capitalization. EV is calculated as market cap plus debt, minority interest and preferred shares, minus total cash and cash equivalents. Think of enterprise value as the theoretical takeover price. In the event of a buyout, an acquirer would have to take on the company's debt, but would pocket its cash. EV differs significantly from simple market capitalization in several ways, and many consider it to be a more accurate representation of a firm's value. The value of a firm's debt, for example, would need to be paid by the buyer when taking over a company, and thus EV provides a much more accurate takeover valuation because it includes debt in its value calculation. Embedded Value A common valuation measure used outside North America, particularly in the insurance industry. It is calculated by adding the adjusted net asset value and the present value of future profits of a firm. The present value of future profits considers the potential profits that shareholders will receive in the future, while adjusted net asset value considers the funds belonging to shareholders that have been accumulated in the past.

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Embedded value is a conservative valuation method, as it excludes certain aspects of goodwill from its calculation of a company's worth. Goodwill includes intangible assets that increase the value of a company beyond its assets minus liabilities, such as strong management, good location and a happy workforce. Furthermore, to add to its conservatism, the EV calculation of a firm does not allow for any increase in future business. Net Asset Value (NAV) . A mutual fund's price per share or exchange-traded fund's per-share value. In both cases, the pershare dollar amount of the fund is derived by dividing the total value of all the securities in its portfolio, less any liabilities, by the number of fund shares outstanding. 2. In terms of corporate valuations, the value of assets less liabilities equals net asset value, or "book value". 1. In the context of mutual funds, net asset value per share is computed once a day based on the closing market prices of the securities in the fund's portfolio. All mutual fund buy and sell orders are processed at the NAV of the trade date; however, investors must wait until the until the following day to get the trade price. Mutual funds pay out (distribute) virtually all of their income and capital gains. As a result, changes NAV are not the best gauge of mutual fund performance, which is best measured by their annual total return. Because exchange-traded funds and closed-end funds trade like stocks, their shares trade at market value, which can be a dollar value above (trading at a premium) or below (trading at a discount) their net asset values. Book Value 1. The value at which an asset is carried on a balance sheet. In other words, the cost of an asset minus accumulated depreciation. 2. The net asset value of a company, calculated by total assets minus intangible assets (patents, goodwill) and liabilities. 3. The initial outlay for an investment. This number may be net or gross of expenses such as trading costs, sales taxes, service charges and so on. In the U.K., book value is known as "net asset value". 2. Book value is the accounting value of a firm. It has two main uses:

1. It is the total value of the company's assets that shareholders would theoretically receive if a company were liquidated. 2. By being compared to the company's market value, the book value can indicate whether a stock is underor overpriced. 3. In personal finance, the book value of an investment is the price paid for a security or debt investment. When a stock is sold, the selling price less the book value is the capital gain (or loss) from the investment. 46

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Initial Public Offering (IPO) The first sale of stock by a private company to the public. IPOs are often issued by smaller, younger companies seeking capital to expand, but can also be done by large privately-owned companies looking to become publicly traded. In an IPO, the issuer obtains the assistance of an underwriting firm, which helps it determine what type of security to issue (common or preferred), best offering price and time to bring it to market. Also referred to as a "public offering". IPOs can be a risky investment. For the individual investor, it is tough to predict what the stock will do on its initial day of trading and in the near future since there is often little historical data with which to analyze the company. Also, most IPOs are of companies going through a transitory growth period, and they are therefore subject to additional uncertainty regarding their future value Leverage Ratio 1. Any ratio used to calculate the financial leverage of a company to get an idea of the company's methods of financing or to measure its ability to meet financial obligations. There are several different ratios, but the main factors looked at include debt, equity, assets and interest expenses. 2. A ratio used to measure a company's mix of operating costs, giving an idea of how changes in output will affect operating income. Fixed and variable costs are the two types of operating costs; depending on the company and the industry, the mix will differ. 1. The most well known financial leverage ratio is the debt-to-equity ratio. For example, if a company has $10M in debt and $20M in equity, it has a debt-to-equity ratio of 0.5 ($10M/$20M). 2. Companies with high fixed costs, after reaching the breakeven point, see a greater increase in operating revenue when output is increased compared to companies with high variable costs. The reason for this is that the costs have already been incurred, so every sale after the breakeven transfers to the operating income. On the other hand, a high variable cost company sees little increase in operating income with additional output, because costs continue to be imputed into the outputs. The degree of operating leverage is the ratio used to calculate this mix and its effects on operating income. Debt Ratio A ratio that indicates what proportion of debt a company has relative to its assets. The measure gives an idea to the leverage of the company along with the potential risks the company faces in terms of its debt-load.

A debt ratio of greater than 1 indicates that a company has more debt than assets, meanwhile, a debt ratio of less than 1 indicates that a company has more assets than debt. Used in conjunction with other measures of financial health, the debt ratio can help investors determine a company's level of risk.

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Debt/Equity Ratio A measure of a company's financial leverage calculated by dividing its total liabilities by stockholders' equity. It indicates what proportion of equity and debt the company is using to finance its assets.

Note: Sometimes only interest-bearing, long-term debt is used instead of total liabilities in the calculation. A high debt/equity ratio generally means that a company has been aggressive in financing its growth with debt. This can result in volatile earnings as a result of the additional interest expense. If a lot of debt is used to finance increased operations (high debt to equity), the company could potentially generate more earnings than it would have without this outside financing. If this were to increase earnings by a greater amount than the debt cost (interest), then the shareholders benefit as more earnings are being spread among the same amount of shareholders. However, the cost of this debt financing may outweigh the return that the company generates on the debt through investment and business activities and become too much for the company to handle. This can lead to bankruptcy, which would leave shareholders with nothing. The debt/equity ratio also depends on the industry in which the company operates. For example, capital-intensive industries such as auto manufacturing tend to have a debt/equity ratio above 2, while personal computer companies have a debt/equity of under 0.5. Debt-To-Capital Ratio A measurement of a company's financial leverage, calculated as the company's debt divided by its total capital. Debt includes all short-term and long-term obligations. Total capital includes the company's debt and shareholders' equity, which includes common stock, preferred stock, minority interest and net debt. Calculated as:

Companies can finance their operations through either debt or equity. The debt-tocapital ratio gives users an idea of a company's financial structure, or how it is financing its operations, along with some insight into its financial strength. The higher the debt-to-capital ratio, the more debt the company has compared to its equity. This tells investors whether a company is more prone to using debt financing or equity financing. A company with high debt-to-capital ratios, compared to a general or industry average, may show weak financial strength because the cost of these debts may weigh on the company and increase its default risk. Because this is a non-GAAP measure, in practice, there are many variations of this ratio. Therefore, it is important to pay close attention when reading what is or isn't included in the ratio on a company's financial statements. Operating Ratio A ratio that shows the efficiency of management by comparing operating expense to net sales:

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The smaller the ratio, the greater the organization's ability to generate profit if revenues decrease. When using this ratio, however, investors should be aware that it doesn't take into account debt repayment or expansion. Net Sales The amount of sales generated by a company after the deduction of returns, allowances for damaged or missing goods and any discounts allowed. The sales number reported on a company's financial statements is a net sales number, reflecting these deductions. This measure gives a more accurate picture of the actual sales generated by the company, or the money that they expect to receive. A company will book its revenue once the good or service is delivered or performed for the customer. However, in the case of returns, even after a good has been sold it can often be returned under a company's return policy. If the good is returned by the customer it is not considered a sale, as the customer will receive a credit or money back, so it needs to be deducted from the gross sales. The allowances for damage or missing good reflect the situations in which the goods are damaged in transit or are not what the customer expected. Most companies also will offer discounts, especially on credit sales where the customer pays off the amount early, which reduces overall revenue and is the reason for its deduction from gross sales. All these deductions from the gross sales are represented in the net sales figure.

Asset Turnover The amount of sales generated for every dollar's worth of assets. It is calculated by dividing sales in dollars by assets in dollars. Formula:

Asset turnover measures a firm's efficiency at using its assets in generating sales or revenue - the higher the number the better. It also indicates pricing strategy: companies with low profit margins tend to have high asset turnover, while those with high profit margins have low asset turnover. Fundamental Analysis A method of evaluating a security by attempting to measure its intrinsic value by examining related economic, financial and other qualitative and quantitative factors. Fundamental analysts attempt to study everything that can affect the security's value, including macroeconomic factors (like the overall economy and industry conditions) and individually specific factors (like the financial condition and management of companies). The end goal of performing fundamental analysis is to produce a value that an investor can compare with the security's current price in hopes of figuring out what sort of position to take with that security (underpriced = buy, overpriced = sell or short). This method of security analysis is considered to be the opposite of technical analysis. Fundamental analysis is about using real data to evaluate a security's value. Although most analysts use fundamental analysis to value stocks, this method of valuation can be used for just about any type of security. For example, an investor can perform fundamental analysis on a bond's value by looking at economic factors, such as interest rates and the overall state of the economy, and information 49

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about the bond issuer, such as potential changes in credit ratings. For assessing stocks, this method uses revenues, earnings, future growth, return on equity, profit margins and other data to determine a company's underlying value and potential for future growth. In terms of stocks, fundamental analysis focuses on the financial statements of a the company being evaluated. One of the most famous and successful users of fundamental analysis is the Oracle of Omaha, Warren Buffett, who has been well known for successfully employing fundamental analysis to pick securities. His abilities have turned him into a billionaire. Types Of EPS Gertrude Stein said, "A rose is a rose is a rose," but the same cannot be said about earnings per share (EPS).

While the math may be simple, there are many varieties of EPS being used these days, and investors must understand what each one represents if they're to make informed investment decisions. For example, the EPS announced by the company may differ significantly from what is reported in the financial statements and in the headlines. As a result, a stock may appear over- or undervalued depending on the EPS being used. This article will define some of the varieties of EPS and discuss their pros and cons. By definition, EPS is net income divided by the number of shares outstanding; however, both the numerator and denominator can change depending on how you define "earnings" and "shares outstanding". Because there are so many ways to define earnings, we will first tackle shares outstanding.

Shares Outstanding Shares outstanding can be classified as either primary (primary EPS) or fully diluted (diluted EPS). Primary EPS is calculated using the number of shares that have been issued and held by investors. These are the shares that are currently in the market and can be traded. Diluted EPS entails a complex calculation that determines how many shares would be outstanding if all exercisable warrants, options, etc. were converted into shares at a point in time, generally the end of a quarter. We prefer diluted EPS because it is a more conservative number that calculates EPS as if all possible shares were issued and outstanding. The number of diluted shares can change as share prices fluctuate (as options fall into/out of the money), but generally the Street assumes the number is fixed as stated in the 10-Q or 10-K. Companies report both primary and diluted EPS, and the focus is generally on diluted EPS, but investors should not assume this is always the case. Sometimes, diluted and primary EPS are the same because the company does not have any "in-the-money" options, warrants or convertible bonds outstanding. Companies can discuss either, so investors need to be sure which is being used. Earnings As has been evident in recent headlines, EPS can be whatever the company wants it to be, 50

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depending on assumptions and accounting policies. Corporate spin-doctors focus media attention on the number the company wants in the news, which may or may not be the EPS reported in documents filed with the Securities & Exchange Commission (SEC). Based on a set of assumptions, a company can report a high EPS, which reduces the P/E multiple and makes the stock look undervalued. The EPS reported in the 10Q, however, can result in a much lower EPS and an overvalued stock on a P/E basis. This is why it is critical for investors to read carefully and know what type of earnings is being used in the EPS calculation.

We will focus on five types of EPS and define them in the context of the type of "earnings" being used. Reported EPS (or GAAP EPS) We define reported EPS as the number derived from generally accepted accounting principles (GAAP), which are reported in SEC filings. The company derives these earnings according to the accounting guidelines used. (Note: A discussion of how a company can manipulate EPS under GAAP is beyond the scope of this article, but investors should remember that it is possible. Our focus is on how earnings can be distorted even if there is no intent to manipulate results.) A company's reported earnings can be distorted by GAAP. For example, a one-time gain from the sale of machinery or a subsidiary could be considered as operating income under GAAP and cause EPS to spike. Also, a company could classify a large lump of normal operating expenses as an "unusual charge" which can boost EPS because the "unusual charge" is excluded from calculations. Investors need to read the footnotes in order to decide what factors should be included in "normal" earnings and make adjustments in their own calculations. Ongoing EPS This EPS is calculated based upon normalized or ongoing net income and excludes anything that is an unusual one-time event. The goal is to find the stream of earnings from core operations which can be used to forecast future EPS. This can mean excluding a large one-time gain from the sale of equipment as well as an unusual expense. Attempts to determine an EPS using this methodology is also called "pro forma" EPS. Pro Forma EPS The words "pro forma" indicate that assumptions were used to derive whatever number is being discussed. Different from reported EPS, pro forma EPS generally excludes some expenses/income that were used in calculating reported earnings. For example, if a company sold a large division, it could, in reporting historical results, exclude the expenses and revenues associated with that unit. This allows for more of an "apples-to-apples" comparison. Another example of pro forma is a company choosing to exclude some expenses because management feels that the expenses are non-recurring and distort the company's "true" earnings. Non-recurring expenses, however, seem to appear with increasing regularity these days. This raises questions as to whether management knows what it is doing or is trying to build a "rainy day fund" to smooth EPS. Headline EPS The headline EPS is the EPS number that is highlighted in the company's press release and picked up in the media. Sometimes it is the pro forma number, but it could also be an EPS number that has been calculated by the analyst/pundit that is discussing the company. Generally, soundbites do not provide enough information to determine which EPS number is being used. Cash 51 EPS

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Cash EPS is operating cash flow (not EBITDA) divided by diluted shares outstanding. We think cash EPS is more important than other EPS numbers because it is a "purer" number. Cash EPS is better because operating cash flow cannot be manipulated as easily as net income and represents real cash earned, calculated by including changes in key asset categories such as receivables and inventories. For example, a company with reported EPS of $0.50 and cash EPS of $1.00 is preferable to a firm with reported EPS of $1.00 and cash EPS of $0.50. Although there are many factors to consider in evaluating these two hypothetical stocks, the company with cash is generally in better financial shape. Other EPS numbers have overshadowed cash EPS, but we expect it to get more attention because of the new GAAP rule (FAS 142), which allows companies to stop amortizing goodwill. Companies may start talking about "cash EPS" in order to differentiate between pre-FAS 142 and post-FAS 142 results; however, this version of "cash EPS" is more like EBITDA per share and does not factor-in changes in receivables and inventory. Consequently, I think it is not as good as operating-cash-flow EPS, but is better in certain cases than other forms of EPS. The Bottom Line Caveat investor (investor beware)! There are many types of EPS being used, and investors need to know what the EPS represents and determine if it is a valid representation of the company's earnings. A stock may look like a great value because it has a low P/E, but that ratio may be based on assumptions with which you may not agree Net Debt A metric that shows a company's overall debt situation by netting the value of a company's liabilities and debts with its cash and other similar liquid assets. Calculated as: When investing in a company, one of the most important factors you need to consider is how much debt the company is carrying. Here are some questions to ask yourself when analyzing a company's debt: How much debt really exists? What kind of debt is it (long/short-term maturities)? What is the debt for (repay or refinance old debts)? Can the company afford the debt if it runs into financial trouble? And, finally, how does it compare to the debt levels of competing companies? Acid-Test Ratio A stringent test that indicates whether a firm has enough short-term assets to cover its immediate liabilities without selling inventory. The acid-test ratio is far more strenuous than the working capital ratio, primarily because the working capital ratio allows for the inclusion of inventory assets.

Calculated by:

Companies with ratios of less than 1 cannot pay their current liabilities and should be looked at with extreme caution. Furthermore, if the acid-test ratio is much lower than the working capital ratio, it means current assets are highly dependent on inventory. Retail stores are 52

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examples of this type of business.

The term comes from the way gold miners would test whether their findings were real gold nuggets. Unlike other metals, gold does not corrode in acid; if the nugget didn't dissolve when submerged in acid, it was said to have passed the acid test. If a company's financial statements pass the figurative acid test, this indicates its financial integrity. Current Ratio A liquidity ratio Calculated as: that measures a company's ability to pay short-term obligations.

Also known as "liquidity ratio", "cash asset ratio" and "cash ratio". The ratio is mainly used to give an idea of the company's ability to pay back its short-term liabilities (debt and payables) with its short-term assets (cash, inventory, receivables). The higher the current ratio, the more capable the company is of paying its obligations. A ratio under 1 suggests that the company would be unable to pay off its obligations if they came due at that point. While this shows the company is not in good financial health, it does not necessarily mean that it will go bankrupt - as there are many ways to access financing - but it is definitely not a good sign. The current ratio can give a sense of the efficiency of a company's operating cycle or its ability to turn its product into cash. Companies that have trouble getting paid on their receivables or have long inventory turnover can run into liquidity problems because they are unable to alleviate their obligations. Because business operations differ in each industry, it is always more useful to compare companies within the same industry. This ratio is similar to the acid-test ratio except that the acid-test ratio does not include inventory and prepaids as assets that can be liquidated. The components of current ratio (current assets and current liabilities) can be used to derive working capital (difference between current assets and current liabilities). Working capital is frequently used to derive the working capital ratio, which is working capital as a ratio of sales. Discretionary Cash Flow Discretionary cash flow is any money left over once all possible capital projects with positive net present values have been financed, and all mandatory payments have been paid. The capital can be used to pay for other responsibilities such as giving out cash dividends to stockholders, buying back common stock and paying off any outstanding debt. How discretionary cash flow is distributed is the responsibility of management. They decide how to use the funds to benefit the company the most. The way these funds are allocated can have huge affects on the performance of the company, and as a result the evaluation of the effectiveness of management. Operating Cash Flow Ratio A measure of how well current liabilities are covered by the cash flow generated from a company's operations. Formula:

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The operating cash flow ratio can gauge a company's liquidity in the short term. Using cash flow as opposed to income is sometimes a better indication of liquidity simply because, as we know, cash is how bills are normally paid off. Operating Cash Flow (OCF) The cash generated from the operations of a company, generally defined as revenues less all operating expenses, but calculated through a series of adjustments to net income. The OCF can be found on the statement of cash flows. Also known as "cash flow provided by operations" or "cash flow from operating activities". One method of calculated OCF is: Operating cash flow is the cash that a company generates through running its business. It's arguably a better measure of a business's profits than earnings because a company can show positive net earnings (on the income statement) and still not be able to pay its debts. It's cash flow that pays the bills! You can also use OCF as a check on the quality of a company's earnings. If a firm reports record earnings but negative cash, it may be using aggressive accounting techniques. Operating Income The amount of profit realized from a business's own operations, but excluding operating expenses (such as cost of goods sold) and depreciation from gross income. Also referred to as "operating profit" or "recurring profit". Calculated as: Operating income would not include items such as investments in other firms, taxes or interest expenses. In addition, nonrecurring items such as cash paid for a lawsuit settlement are often not included. Operating income is required to calculate operating margin, which describes a company's operating efficiency. Operating Expense A category of expenditure that a business incurs as a result of performing its normal business operations. One of the typical responsibilities that management must contend with is determining how low operating expenses can be reduced without significantly affecting the firm's ability to compete with its competitors. Also known as "OPEX" For example, the payment of employees' wages and funds allocated toward research and development are operating expenses. In the absence of raising prices or finding new markets or product channels in order to raise profits, some businesses attempt to increase the bottom line purely by cutting expenses. While laying off employees and reducing product quality can initially boost earnings and may even be necessary in cases where a company has lost its competitiveness, there are only so

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many operating expenses that management can cut before the quality of business operations is damaged. Operating Profit The amount of profit earned from a firm's normal core business operations. This value does not include any profit earned from the firm's investments (such as earnings resulting from firms that the company has partial interest in) and the effects of interest and taxes. Also known as "earnings before interest and tax (EBIT)". Calculated as:

For example, suppose ABC Printing Company earned $50 million from its core printing related operations, $10 million from its 40% stake in XYZ Corp and $3.5 million from interest earned from its money market and bank accounts. Also, the company spent $10 million in production related costs as well. Overall the company's operating profit is: $40 million, calculated as the $50 million operating revenues million minus the $10 million in production costs. The other $10 million and $3.5 million in earnings are not included in operating income, since they are investment income. Earnings The amount of profits that a company produces during a specific period, which is usually defined as a quarter (three calendar months) or a year. Earnings typically refer to after-tax net income.Ultimately, a business's earnings are the main determinant of its share price, because earnings and the circumstances relating to them can indicate whether the business will be profitable and successful in the long run. Earnings are perhaps the single most studied number in a company's financial statements because they show a company's profitability. A business's quarterly and annual earnings are typically compared to analyst estimates and guidance provided by the business itself. In most situations, when earnings do not meet either of those estimates, a business's stock price will tend to drop. On the other hand, when actual earnings beat estimates by a significant amount, the share price will likely surge. Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) An indicator of a company's financial performance which is calculated as follows: EBITDA can be used to analyze and compare profitability between companies and industries because it eliminates the effects of financing and accounting decisions. However, this is a non-GAAP measure that allows a greater amount of discretion as to what is (and is not) included in the calculation. This also means that companies often change the items included in their EBITDA calculation from one reporting period to the next. EBITDA first came into common use with leveraged buyouts in the 1980s, when it was used to indicate the ability of a company to service debt. As time passed, it became popular in industries with expensive assets that had to be written down over long periods of time. EBITDA is now commonly quoted by many companies, especially in the tech sector - even when it isn't warranted. A common misconception is that EBITDA represents cash earnings. EBITDA is a good metric to evaluate profitability, but not cash flow. EBITDA also leaves out the cash required to fund working capital and the replacement of old equipment, which can be significant. Consequently, EBITDA is often used as an accounting gimmick to dress up a company's earnings. When using this metric,

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it's key that investors also focus on other performance measures to make sure the company is not trying to hide something with EBITDA. Amortization 1. The paying off of debt in regular installments over a period of time.

2. The deduction of capital expenses over a specific period of time (usually over the asset's life). More specifically, this method measures the consumption of the value of intangible assets, such as a patent or a copyright. Suppose XYZ Biotech spent $30 million dollars on a piece of medical equipment and that the patent on the equipment lasts 15 years, this would mean that $2 million would be recorded each year as an amortization expense. While amortization and depreciation are often used interchangeably, technically this is an incorrect practice because amortization refers to intangible assets and depreciation refers to tangible assets. Depreciation 1. In accounting, an expense recorded to allocate a tangible asset's cost over its useful life. Because depreciation is a non-cash expense, it increases free cash flow while decreasing reported earnings. 2. A decrease in the value of a particular currency relative to other currencies. 1. Depreciation is used in accounting to try to match the expense of an asset to the income that the asset helps the company earn. For example, if a company buys a piece of equipment for $1 million and expects it to have a useful life of 10 years, it will be depreciated over 10 years. Every accounting year, the company will expense $100,000 (assuming straight-line depreciation), which will be matched with the money that the equipment helps to make each year. 2. Examples of currency depreciation are the infamous Russian ruble crisis in 1998, which saw the ruble lose 25% of its value in one day. Earnings Before Interest, Taxes, Depreciation, Depletion, Amortization and Exploration Expenses (EBITDAX) An indicator of a company's financial performance calculated as: = Revenue - Expenses (excluding tax, interest, depreciation, depletion, amortization and exploration expenses) EBITDAX is used when reporting earnings for oil and mineral exploration companies. It excludes costly exploration expenses and gives the true EBITDA of the firm. This is especially useful when a company wants to acquire another company. The EBITDAX would cover any loan payments needed to finance the takeover. Goodwill An account that can be found in the assets portion of a company's balance sheet. Goodwill can often arise when one company is purchased by another company. In an acquisition, the amount paid for the company over book value usually accounts for the target firm's intangible assets. Goodwill is seen as an intangible asset on the balance sheet because it is not a physical asset such as buildings and equipment. Goodwill typically reflects the value of intangible assets such as a 56

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strong brand name, good customer relations, good employee relations and any patents or proprietary technology Badwill The negative effect felt by a company when shareholders and the investment community find out that is has done something that is not in accordance with good business practices. Although typically not expressed in a dollar amount, badwill can play out in the form of decreased revenue, loss of clients or suppliers, loss of market share and federal indictments for any crimes committed. There are several cases in which badwill caused a severe downturn in company stock, such as Tyco, Adelphia, Martha Stewart, Enron and Worldcom. In each new bull market, we are likely to see the same offenses committed by new people. This phenomenon has caused a rise in "socially conscious" investing, where companies promoting badwill are excluded as a matter of policy. Nonrecurring Charge An expense occurring only once on a company's financial statement. An extraordinary item is an example of a nonrecurring charge. Also known as "nonrecurring item". Non-Cash Charge A charge off, made by a company against earnings, that does not require an initial outlay of cash. Non-cash charges are typically against the depreciation, amortization, and depletion accounts on a company's balance sheet. Companies take these charges against earnings due to extraordinary circumstances such as accounting policy changes or significant depreciation of asset's market value. Any sort of charge will usually result in lower earnings in the period when the charge was made. Sometimes also referred to as a write down. Write-Down Reducing the book value of an asset because it is overvalued compared to the market value. This is usually reflected in the company's income statement as an expense, thereby reducing net income. Write-Off A reduction in the value of an asset or earnings by the amount of an expense or loss. Companies are able to write off certain expenses that are required to run the business, or have been incurred in the operation of the business and detract from retained revenues. For example, if you spend money on dinner to take out a client, that meal is a possible write-off towards your income because you presumably discussed business opportunities during the dinner. Suppose, for another example, you made a sale on credit to a customer, but two weeks later the client's business declared bankruptcy and became completely unable to pay off the credit account with you. This uncollectible debt would then be written off by your company and recorded as an expense by accountants. Write-Up An increase made to the book value of an asset because it is undervalued compared to market values. 57

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A write-up will increase a company's accounting book value without any expenditures. For example, if an economy experiences significant inflation, a production company may decide to write up its inventory to better match the market price. Equity Method An accounting technique used by firms to assess the profits earned by their investments in other companies. The firm reports the income earned on the investment on its income statement and the reported value is based on the firm's share of the company assets. The reported profit is proportional to the size of the equity investment. This is the standard technique used when one company has significant influence over another. When a company holds approximately 20-25% or more of another company's stock, it is considered to have significant control, which signifies the power that a company can exert over another company. This power includes representation on the board of directors, partaking in company policy development and the interchanging of managerial personnel. If a firm owns 25% of a company with a $1 million net income, that firm would report earnings of $250,000. Generally Accepted Accounting Principles (GAAP) The common set of accounting principles, standards and procedures that companies use to compile their financial statements. GAAP are a combination of authoritative standards (set by policy boards) and simply the commonly accepted ways of recording and reporting accounting information. GAAP are imposed on companies so that investors have a minimum level of consistency in the financial statements they use when analyzing companies for investment purposes. GAAP cover such things as revenue recognition, balance sheet item classification and outstanding share measurements. Companies are expected to follow GAAP rules when reporting their financial data via financial statements. If a financial statement is not prepared using GAAP principles, be very wary! That said, keep in mind that GAAP is only a set of standards. There is plenty of room within GAAP for unscrupulous accountants to distort figures. So, even when a company uses GAAP, you still need to scrutinize its financial statements. American Depositary Receipt (ADR) A negotiable certificate issued by a U.S. bank representing a specified number of shares (or one share) in a foreign stock that is traded on a U.S. exchange. ADRs are denominated in U.S. dollars, with the underlying security held by a U.S. financial institution overseas. ADRs help to reduce administration and duty costs that would otherwise be levied on each transaction. This is an excellent way to buy shares in a foreign company while realizing any dividends and capital gains in U.S. dollars. However, ADRs do not eliminate the currency and economic risks for the underlying shares in another country. For example, dividend payments in euros would be converted to U.S. dollars, net of conversion expenses and foreign taxes and in accordance with the deposit agreement. ADRs are listed on either the NYSE, AMEX or Nasdaq. American Depositary Share (ADS) A share issued under deposit agreement that represents an underlying security in the issuer's home country.

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The terms American depositary receipt (ADR) and American depositary share (ADS) are often thought to mean the same thing. However, an ADS is the actual share trading, while an ADR represents a bundle of ADSs. Global Depositary Receipt (GDR) 1. A bank certificate issued in more than one country for shares in a foreign company. The shares are held by a foreign branch of an international bank. The shares trade as domestic shares, but are offered for sale globally through the various bank branches. 2. A financial instrument used by private markets to raise capital denominated in either U.S. dollars or euros. 1. A GDR is very similar to an American Depositary Receipt.

2. These instruments are called EDRs when private markets are attempting to obtain euros International Depository Receipt (IDR) A negotiable, bank-issued certificate representing ownership of stock securities by an investor outside the country of origin. An IDR is the non-U.S. equivalent of an American Depositary Receipt (ADR). Corporate Governance The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy and rule of law. Ethical companies are said to have excellent corporate governance. Securitization Securitization is a structured finance process in which assets, receivables or financial instruments are acquired, classified into pools, and offered as collateral for third-party investment.[1] It involves the selling of financial instruments which are backed by the cash flow or value of the underlying assets.[2] Securitization typically applies to assets that are illiquid (i.e. cannot easily be sold). It is common in the real estate industry, where it is applied to pools of leased property, and in the lending industry, where it is applied to lenders' claims on mortgages, home equity loans, student loans and other debts. All assets can be securitized so long as they are associated with a steady amount of cash flow. Investors "buy" these assets by making loans which are secured against the underlying pool of assets and its associated income stream. Securitization thus "converts illiquid assets into liquid assets"[3] by pooling, underwriting and selling their ownership in the form of asset-backed securities (ABS).[4] Securitization utilizes a special purpose vehicle (SPV) (alternatively known as a special purpose entity [SPE] or special purpose company [SPC]) in order to reduce the risk of bankruptcy and thereby obtain lower interest rates from potential lenders. A credit derivative is also generally used to change the credit quality of the underlying portfolio so that it will be acceptable to the final investors.

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Securitization has evolved from tentative beginnings in the late 1970s to a vital funding source with an estimated total aggregate outstanding of $8.06 trillion (as of the end of 2005, by the Bond Market Association) and new issuance of $3.07 trillion in 2005 in the U.S. markets alone. [citation
needed]

Corporate governance Corporate governance is the set of processes, customs, policies, laws and institutions affecting the way in which a corporation is directed, administered or controlled. Corporate governance also includes the relationships among the many players involved (the stakeholders) and the goals for which the corporation is governed. The principal players are the shareholders, management and the board of directors. Other stakeholders include employees, suppliers, customers, banks and other lenders, regulators, the environment and the community at large. Corporate governance is a multi-faceted subject. An important theme of corporate governance deals with issues of accountability and fiduciary duty, essentially advocating the implementation of policies and mechanisms to ensure good behaviour and protect shareholders. Another key focus is the economic efficiency view, through which the corporate governance system should aim to optimize economic results, with a strong emphasis on shareholders welfare. There are yet other aspects to the corporate governance subject, such as the stakeholder view, which calls for more attention and accountability to players other than the shareholders (e.g.: the employees or the environment). Recently there has been considerable interest in the corporate governance practices of modern corporations, particularly since the high-profile collapses of a number of large U.S. firms such as Enron Corporation and Worldcom. Board members and those with a responsibility for corporate governance are increasingly using the services of external providers to conduct anti-corruption auditing, due diligence and training. Definition The term corporate governance has come to mean two things. the processes by which all companies are directed and controlled. a field in economics, which studies the many issues arising from the separation of ownership and control.[1]

Relevant rules include applicable laws of the land as well as internal rules of a corporation. Relationships include those between all related parties, the most important of which are the owners, managers, directors of the board, regulatory authorities and to a lesser extent employees and the community at large. Systems and processes deal with matters such as delegation of authority. The corporate governance structure specifies the rules and procedures for making decisions on corporate affairs. It also provides the structure through which the company objectives are set, as well as the means of attaining and monitoring the performance of those objectives. Corporate governance is used to monitor whether outcomes are in accordance with plans and to motivate the organization to be more fully informed in order to maintain or alter organizational activity. Corporate governance is the mechanism by which individuals are motivated to align their actual behaviors with the overall participants. 60

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In A Board Culture of Corporate Governance business author Gabrielle O'Donovan defines corporate governance as 'an internal system encompassing policies, processes and people, which serves the needs of shareholders and other stakeholders, by directing and controlling management activities with good business savvy, objectivity and integrity. Sound corporate governance is reliant on external marketplace commitment and legislation, plus a healthy board culture which safeguards policies and processes'. O'Donovan goes on to say that 'the perceived quality of a company's corporate governance can influence its share price as well as the cost of raising capital. Quality is determined by the financial markets, legislation and other external market forces plus the international organisational environment; how policies and processes are implemented and how people are led. External forces are, to a large extent, outside the circle of control of any board. The internal environment is quite a different matter, and offers companies the opportunity to differentiate from competitors through their board culture. To date, too much of corporate governance debate has centred on legislative policy, to deter fraudulent activities and transparency policy which misleads executives to treat the symptoms and not the cause.'[2] It is a system of structuring , operating and controlling a company with a view to achieve long term strategic goals to satisfy shareholders, creditors, employees, customers and suppliers, and complying with the legal and regulatory requirements, apart from meeting environmental and local community needs

The concept in accounting of recognizing expenses in the same accounting period when the related revenues are recognized The concept in accounting of recognizing expenses in the same accounting period when the related revenues are recognized Wasting asset: An asset which has a limited life and therefore decreases in value over time, such as an option which is out of the money. Wasting assets are held for too long, they will ultimately lose all their value. Derivatives such as options are thought of as wasting assets since they have fixed expiration dates and lose value as the time gap until expiration narrows. An asset which has a limited life and therefore decreases in value over time, such as an option which is out of the money. Marginal Cost (MC) The marginal cost of an additional unit of output is the cost of the additional inputs needed to produce that output. More formally, the marginal cost is the derivative of total production costs with respect to the level of output. Marginal cost and average cost can differ greatly. For example, suppose it costs $1000 to produce 100 units and $1020 to produce 101 units. The average cost per unit is $10, but the marginal cost of the 101st unit is $20 Marginal costs are defined as the change in total costs resulting from a one unit change in output. They are the variable costs associated with increasing output in the short run. A change in marginal costs might come about for example because of a change in the prices of essential raw materials or an increase in the wage rate paid to part-time employees. PerpetualSuccession: A company does not die or cease to exist unless it is specifically wound up or the task for which it was formed has been completed. Membership of a company may keep on changing from time to

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time but that does not affect life of the company. Death or insolvency of member does not affect the existence of the company. SeparateLegalEntity: On incorporation under law, a company becomes a separate legal entity as compared to its members. The company is different and distinct from its members in law. It has its own name and its own seal, its assets and liabilities are separate and distinct from those of its members. It is capable of owning property, incurring debt, and borrowing money, having a bank account, employing people, entering into contracts and suing and being sued separately. LimitedLiability: The liability of the members of the company is limited to contribution to the assets of the company up to the face value of shares held by him. A member is liable to pay only the uncalled money due on shares held by him when called upon to pay and nothing more, even if liabilities of the company far exceeds its assets. On the other hand, partners of a partnership firm have unlimited liability i.e. if the assets of the firm are not adequate to pay the liabilities of the firm, the creditors can force the partners to make good the deficit from their personal assets. This cannot be done in case of a company once the members have paid all their dues towards the shares held by them in the company.

Types of 1.Public Company means a company which not a private company. 2.Private Company means a company which by its articles of association :-

Companies

a. Restricts the right of members to transfer its shares b. Limits the number of its members to fifty. In determining this number of 50, employee-members and ex-employee members are not to be considered. c. Prohibits an invitation to the public to subscribe to any shares in or the debentures of the company. If a private company contravenes any of the aforesaid three provisions, it ceases to be private company and loses all the exemptions and privileges which a private company is entitled. Following are some of the privileges and exemptions of a private limited company:1. Minimum number is members is 2 (7 in case of public companies) 2. Prohibition of allotment of the shares or debentures in certain cases unless statement in lieu of prospectus has been delivered to the Registrar of Companies does not apply. 3. Restriction contained in Section 81 related to the rights issues of share capital do not apply. A special resolution to issue shares to non-members is not required in case of a private company. 4. Restriction contained in Section 149 on commencement of business by a company does not apply. A private company does not need a separate certificate of commencement of business. 5. Provisions of Section 165 relating to statutory meeting and submission of statutory report does not apply. 6. One (if 7 or less members are present) or two members (if more than 7 members are present ) present in person at a meeting of the company can demand a poll. 7. In case of a private company which not a subsidiary of a public limited company or in the case of a private company of which the entire paid up share capital is held by the one or 62

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more body corporates incorporated outside India, no person other than the member of the company concerned shall be entitled to inspect or obtain the copies of profit and loss account of that company. 8. Minimum number of directors is only two. (3 in case of a public company)

Profit Maximization Vs Wealth Maximization Frequently, maximization of profits is regarded as the proper objective of the firm, but it is not as inclusive a goal as that of maximizing stockholder wealth. For one thing, total profits are not as important as earnings per stock. A firm could always raise total profits by issuing stock and using the proceeds to invest in Treasury bills. Even maximization of earnings per stock, however, is not a fully appropriate objective, partly because it does not specify the timing or duration of expected returns. Is the investment project that will produce a $100,000 return 5 years from now more valuable than the project that will produce annual returns of $15,000 in each of the next 5 years? An answer to this question depends upon the time value of money. Few existing stockholders would think favorably of a project that promised its first return in 100 years, no matter how large this return. We must take into account the time pattern of returns in our analysis. Another shortcoming of the objective of maximizing earnings per stock is that it does not consider the risk or uncertainty of the prospective earnings stream. Some investment projects are far more risky than others. As a result, the prospective stream of earnings per stock would be more uncertain if these projects were undertaken. In addition, a company will be more or less risky depending upon the amount of debt in relation to equity in its capital structure. This financial risk is another uncertainty in the minds of investors when they judge the firm in the marketplace. Finally, earnings per stock objective do not take into account any dividend the company might pay. For the reasons given, an objective of maximizing earnings per stock may not be the same as maximizing market price per stock. The market price of a firm's stock represents the value that market participants place on the firm.

Especially For Interview

Dematerialization vs. Rematerialization

Dematerialization----The move from physical certificates to electronic book keeping. Actual stock certificates are slowly being removed and retired from circulation in exchange for electronic recording. Rematerialization is a compiler optimization which saves time by recomputing a value instead of loading it from memory. It is typically tightly integrated with register allocation, where it is used as an alternative to spilling registers to memory. 2 Venture Capital-seed companies?

Venture Capital 63

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Money made available for investment in innovative enterprises or research, especially in high technology, in which both the risk of loss and the potential for profit may be considerable. Also called risk capital. 3 Institutional investor

Institutional investor----A non-bank person or organization that trades securities in large enough share quantities or dollar amounts that they qualify for preferential treatment and lower commissions. Institutional investors face less protective regulations because it is assumed that they are more knowledgeable and better able to protect themselves. Foreign Institutional investor An investor or investment fund that is from or registered in a country outside of the one in which it is currently investing. Institutional investors include hedge funds, insurance companies, pension funds and mutual funds. 4 Insider trading

Insider trading----The illegal buying or selling of securities on the basis of information that is unavailable to the public. 5 P/E ratio

P/E ratio----In finance, the P/E ratio of a stock (also called its "earnings multiple", or simply "multiple" or "PE") is used to measure how cheap or expensive share prices are. It is probably the single most consistent red flag to excessive optimism and over-investment. It also serves, regularly, as a marker of business problems and opportunities. By relating price and earnings per share for a company, one can analyze the market's valuation of a company's shares relative to the wealth the company is actually creating. A P/E ratio is calculated as: Price per share/Earnings per share 6 Reverse merger or Reverse Takeover

A Reverse Takeover (RTO), also known as a back door listing, or a reverse merger, is a financial transaction that results in a privately-held company becoming a publicly-held company without going the traditional route of filing a prospectus and undertaking an initial public offering (IPO). Rather, it is accomplished by the shareholders of the private company selling all of their shares in the private company to the public company in exchange for shares of the public company. A Reverse Merger is a transaction where by the private company shareholders may gain control of a public company by merging it in with their private company. The private company shareholders receive a substantial majority of the shares of the public company (normally 85% to 90% or more) and the control of the board of directors. The transaction can be accomplished in as little as two weeks, resulting in the private company becoming a public company. The transaction does not go through a review process with state and federal regulators because the public company has already completed the process. The transaction involves the private and shell company exchanging information on each other, negotiating the merger terms, and signing a share exchange agreement. At the closing the public shell company issues a substantial majority of its shares and the board control to the shareholders of the private company. The private

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company shareholders pay for the shell and contribute their private company shares to the shell company and the private company is now public. 7 Stock split

Stock split----The dividing of a company's existing stock into multiple shares. In a 2-for-1 split, each stockholder receives an additional share for each share he or she holds. Stock split refers to a corporate action that increases the shares in a public company. The price of the shares are adjusted such that the before and after market capitalization of the company remains the same and dilution does not occur. Options and warrants are included. For example, a company has 100 shares of stock each with a price of $50. The market capitalization is 100 $50 = $5000. The company splits its stock "2-for-1". There are now 200 shares of stock and each shareholder holds twice as many shares. The price of each share has been adjusted to $25. The market capitalization is 200 $25 = $5000, the same as before the split. Reverse stock split, or reverse split, is just the same but in reverse: a reduction in number of shares and an accompanying increase in the share price. The ratio is also reversed: 1-for-2, or 1for-3. 8 Contingent liabilities-accounting treatment?

Contingent liabilities----Liabilities that may or may not be incurred by a company and which depend on the outcome of say a forthcoming event such as a court case. These are recorded in a company's accounts as contingent liabilities. 9 Merchant banking

Merchant banking----A bank that deals mostly in (but is not limited to) international finance, long-term loans for companies and underwriting. Merchant banks do not provide regular banking services to the general public. 10 11 12 13 Can share holders offer its share price at premium during the IPO? Who regulates/controls the price of the shares? Form filed for Prospectus in SEC? Share warrant

Share warrant----A certificate, usually issued along with a bond or preferred stock, entitling the holder to buy a specific amount of securities at a specific price, usually above the current market price at the time of issuance, for an extended period, anywhere from a few years to forever. In the case that the price of the security rises to above that of the warrant's exercise price, then the investor can buy the security at the warrant's exercise price and resell it for a profit. Otherwise, the warrant will simply expire or remain unused. Warrants are listed on options exchanges and trade independently of the security with which it was issued. also called subscription warrant. Share certificate - legal document that certifies ownership of a specific number of stock shares (or fractions thereof) in a corporation.

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14 Share Premium

Share Premium----The market value of shares in excess of their par value. 15 Proxy

Proxy----A representative; an agent; a document appointing a representative. A proxy is a person who is designated by another to represent that individual at a meeting or before a public body. It also refers to the written authorization allowing one person to act on behalf of another. 16 FI and FII

Foreign Institutional Investor - FII----An investor or investment fund that is from or registered in a country outside of the one in which it is currently investing. Institutional investors include hedge funds, insurance companies, pension funds and mutual funds. 17 18 19 BEP (Break Even Point) What is Segmentation Pooling of Interest?

Pooling of Interest----An accounting method, used in mergers and acquisitions, where the balance sheet items of the two companies are simply added together. 20 Joint Venture Vs Strategic Alliance Vs Partnership

Joint Venture----An association of two or more individuals or companies engaged in a solitary business enterprise for profit without actual partnership or incorporation; also called a joint adventure. A joint venture is a contractual business undertaking between two or more parties. It is similar to a business partnership, with one key difference: a partnership generally involves an ongoing, long-term business relationship, whereas a joint venture is based on a single business transaction. A Strategic Alliance is a mutually beneficial long-term formal relationship formed between two or more parties to pursue a set of agreed upon goals or to meet a critical business need while remaining independent organizations. Partnership----An association of two or more persons engaged in a business enterprise in which the profits and losses are shared proportionally. Consignment----The delivery of goods to a carrier to be shipped to a designated person for sale. A bailment of goods for sale. A consignment is an arrangement resulting from a contract in which one person, the consignor, either ships or entrusts goods to another, the consignee, for sale. If the goods are transported by a carrier to the consignee, the name of the consignor appears on the bill of lading as the person 66

Finance Notes
from whom the goods have been received for shipment. The consignee's name appears on it as the person to whom delivery is to be made. The consignee acts as an agent on behalf of the consignor, a principal, in selling the goods and must take reasonable care of them while in his or her possession. The consignor does not give up ownership of the goods until their sale. 21 shell company

Shell Company is a company that is incorporated but has no significant assets or operations. Shell corporations are not in themselves illegal, and they may have legitimate business purposes. However, they are a main component of underground economy, especially those based in tax havens. Blank check company Blank check company - A company in a developmental stage that either doesn't have an established business plan or has a business plan that revolves around a merger or acquisition with another firm.

22

Reorganization Vs Restructuring

Reorganization----A process designed to revive a financially troubled or bankrupt firm. A reorganization involves the restatement of assets and liabilities, as well as holding talks with creditors in order to make arrangements for maintaining repayments. Restructuring----A significant modification made to the debt, operations or structure of a company. This type of corporate action is usually made when there are significant problems in a company, which are causing some form of financial harm and putting the overall business in jeopardy. The hope is that through restructuring, a company can eliminate financial harm and improve the business. 23 Spin off Vs Split-Off

Spin off----An independent company created from an existing part of another company through a divestiture, such as a sale or distribution of new shares. Split-off----The process whereby a parent corporation organizes a subsidiary corporation to which it transfers part of its assets in exchange for all of the subsidiary's capital stock, which is subsequently transferred to the shareholders of the parent corporation in exchange for a portion of their parent stock. A split-off differs from a spin-off in that the shareholders in a split-off must relinquish their shares of stock in the parent corporation in order to receive shares of the subsidiary corporation whereas the shareholders in a spin-off need not do so. Reverse split 24 Takeover

Takeover----Acquiring control of a corporation, called a target, by stock purchase or exchange, either hostile or friendly. 67

Finance Notes
Takeover----The act or an instance of assuming control or management of or responsibility for something, especially the seizure of power, as in a nation, political organization, or corporation. 25 Divestiture

Divestiture----The sale, liquidation, or spinoff of a corporate division or subsidiary. Disposition or sale of an asset by a company. A company will often divest an asset which is not performing well, which is not vital to the company's core business, or which is worth more to a potential buyer or as a separate entity than as part of the company 26 Corporate Governance

Corporate governance is the set of processes, customs, policies, laws and institutions affecting the way a corporation is directed, administered or controlled. Corporate governance also includes the relationships among the many players involved (the stakeholders) and the goals for which the corporation is governed. The principal players are the shareholders, management and the board of directors. Other stakeholders include employees, suppliers, customers, banks and other lenders, regulators, the environment and the community at large. http://www.answers.com/corporate%20governance 27 Dividend

A share of profits received by a stockholder or by a policyholder in a mutual insurance society. 28 Prime Lending Rate

Prime rate----The lowest rate of interest on bank loans at a given time and place, offered to preferred borrowers. Also called prime interest rate. 29 Convertible Debentures

Any type of debenture that can be converted into some other security. 30 31 Certificate of Incorporation Vs Certificate of merger AGM Vs EGM

AGM---- A mandatory yearly meeting of shareholders that allows stakeholders to stay informed and involved with company decisions and workings. EGM---- A meeting other than the annual general meeting between a company's shareholders, executives and any other members. An EGM is usually called on short notice and deals with an urgent matter.

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Liquidation----When a business or firm is terminated or bankrupt, its assets are sold and the proceeds pay creditors. Any leftovers are distributed to shareholders. Dissolution---- Act or process of dissolving; termination; winding up. In this sense it is frequently used in the phrase dissolution of a partnership The dissolution of a corporation is the termination of its existence as a legal entity. 35 Bankruptcy

Bankruptcy is a legally declared inability or impairment of ability of an individual or organization to pay their creditors. 36 Winding Up

A process that entails selling all the assets of a business entity, paying off creditors, distributing any remaining assets to the principals, and then dissolving the business. 37 Anti Dumping Vs Dumping

Dumping, selling goods at less than the normal price, usually as exports in international trade. It may be done by a producer, a group of producers, or a nation. Dumping is usually done to drive competitors off the market and secure a monopoly, or to hinder foreign competition. To counterbalance international dumping, nations often resort to flexible tariffs. In international trade, acute competition from foreign producers often leads to charges of dumping. A policy of dumping depends for its effectiveness on the possibility of maintaining separate domestic and foreign markets, on monopolistic influences maintaining a high price in the home market, on export bounties, or on low import duties in the foreign market. Dumping disturbs those markets that receive dumped goods, and it may drive local producers out of business. Governments may condone, or even sponsor, dumping in other markets for either political reasons or to achieve a more favorable balance of payments. Anti Dumping----Intended to discourage importation and sale of foreign-made goods at prices substantially below domestic prices for the same items. 38 CFO Vs CEO

Chief Financial Officer CFO----This is the senior manager who is responsible for overseeing the financial activities of an entire company. This includes signing checks, monitoring cash flow, and financial planning. Chief Executive Officer----The highest-ranking executive in a company or organization, responsible for carrying out the policies of the board of directors on a day-to-day basis. 39 Hedging

Hedging, in commerce, method by which traders use two counterbalancing investment strategies so as to minimize any losses caused by price fluctuations.

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It is generally used by traders on the commodities market. Typically, hedging involves a trader contracting to buy or sell one particular good at the time of the contract and also to buy or sell the same (or similar) commodity at a later date. In a simple example, a miller may buy wheat that is to be converted into flour. At the same time, the miller will contract to sell an equal amount of wheat, which the miller does not presently own, to another trader. The miller agrees to deliver the second lot of wheat at the time the flour is ready for market and at the price current at the time of the agreement. If the price of wheat declines during the period between the miller's purchase of the grain and the flour's entrance onto the market, there will also be a resulting drop in the price of flour. That loss must be sustained by the miller. However, since the miller has a contract to sell wheat at the older, higher price, the miller makes up for this loss on the flour sale by the gain on the wheat sale. Hedging is also employed by stock and bond traders, export-import traders, and some manufacturers. 40 IPO

Initial Public Offering-IPO The first sale of stock by a private company to the public. IPOs are often issued by smaller, younger companies seeking capital to expand, but can also be done by large privately-owned companies looking to become publicly traded. In an IPO, the issuer obtains the assistance of an underwriting firm, which helps it determine what type of security to issue (common or preferred), best offering price and time to bring it to market.

IPOs generally involve one or more investment banks as "underwriters." The company offering its shares, called the "issuer," enters a contract with the underwriters to sell its shares to the public. The underwriters then approach investors with offers to sell these shares. Primary markets and secondary markets Primary markets----The market in which investors have the first opportunity to buy a newly issued security The Primary Market is that part of the capital markets that deals with the issuance of new securities. Companies, governments or public sector institutions can obtain funding through the sale of a new stock or bond issue. This is typically done through a syndicate of securities dealers. The process of selling new issues to investors is called underwriting. In the case of a new stock issue, this sale is called an initial public offering (IPO). Dealers earn a commission that is built into the price of the security offering, though it can be found in the prospectus. secondary markets----A market on which an investor purchases an asset from another investor rather than an issuing corporation. The Secondary Market is the financial market for trading of securities that have already been issued in an initial private or public offering. Alternatively, secondary market can refer to the market for any kind of used goods. The market that exists in a new security just after the new issue, is often referred to as the aftermarket. Once a newly issued stock is listed on a stock exchange, investors and speculators can easily trade on the exchange, as market makers provide bids and offers in the new stock.

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Red herring prospectus This is an initial prospectus to be submitted by a company which is planning to have an IPO. This prospectus has to be filed with SEC. It contains all the information about the company except for the offer price and the effective date, which aren't known at that time. There are several additions and edits to this document before the final prospectus is released. The reason it is called a Red herring is due to a section of the document colored in red which explicitly states that the issuing company is not attempting to sell its shares before it has been given official approval. "Red Herring Prospectus" is a prospectus which does not have details of either price or number of shares being offered or the amount of issue. This means that in case the price is not disclosed, the number of shares and the upper and lower price bands are disclosed. On the other hand, an issuer can state the issue size and the number of shares are determined later. 41 Book Building

The process by which an underwriter attempts to determine at what price to offer an IPO based on demand from institutional investors. 42 Shareholders and Stake Holders.

Shareholders----Any person, company, or other institution that owns at least 1 share in a company. A shareholder may also be referred to as a stockholder. stake holders----

43

Capital Budgeting

Capital budgeting is the planning process used to determine a firm's long term investments such as new machinery, replacement machinery, new plants, new products, and research and development projects. Net Present Value - NPV ----The difference between the present value of cash inflows and the present value of cash outflows. NPV is used in capital budgeting to analyze the profitability of an investment or project. The internal rate of return (IRR) is defined as the discount rate that gives a net present value (NPV) of zero. The NPV is calculated from an annualized cash flow by discounting all future amounts to the present. The length of time required to recover the cost of an investment. Cost of the project/Annual cash flows 44 Gross Working Capital Vs Net WC

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45 46 50 Ratios Leverage Financing Franchise, Examples of Franchise Vs Affiliate

Franchise----A privilege granted or sold, such as to use a name or to sell products or services. In its simplest terms, a franchise is a license from the owner of a trademark or trade name permitting another to sell a product or service under that name or mark. More broadly stated, a franchise has evolved into an elaborate agreement under which the franchisee undertakes to conduct a business or sell a product or service in accordance with methods and procedures prescribed by the franchisor, and the franchisor undertakes to assist the franchisee through advertising, promotion, and other advisory services. 51 Royalty

Royalty----A payment to an owner for the use of property, especially patents, copyrighted works, franchises or natural resources. 52 Leasing Vs Hire Purchase

A lease or tenancy is an interest in personal property or real property given by a lessor to another person (usually called the lessee or tenant) for a fixed period of time, and the lessee obtains exclusive possession of the property in return for paying the lessor a fixed or determinable consideration. Hire Purchase----Purchase of a commodity on an installment plan. 53 Chapter 7

A bankruptcy proceeding where a company stops all operations and goes completely out of business. A trustee is appointed to liquidate (sell) the company's assets, and the money is used to pay off debt. 54 Debtors in Possession

A company that continues to operate while under the Chapter 11 bankruptcy process. 55 56 Financial Value of a company Mutual Funds (open ended Vs closed ended)

A fund, in the form of an investment company, in which shareholders combine their money to invest in a variety of stocks, bonds, and money-market investments such as U.S. Treasury bills and bank certificates of deposit. 57 Intellectual Property 72

Finance Notes
Intellectual property describes a wide variety of property created by musicians, authors, artists, and inventors. The law of intellectual property typically encompasses the areas of copyright, patent, and trademark law. It is designed to encourage the development of art, science, and information by granting certainproperty rights to all artists, which include inventors in both the arts and the sciences. These rights allow artists to protect themselves from infringement, or the unauthorized use and misuse of their creations. Copyright The legal right granted to an author, composer, playwright, publisher, or distributor to exclusive publication, production, sale, or distribution of a literary, musical, dramatic, or artistic work. Patent A government license that gives the holder exclusive rights to a process, design, or new invention for a designated period of time. Trade mark - A name, symbol, or other device identifying a product, officially registered and legally restricted to the use of the owner or manufacturer.

58

Independent Director

Independent Director: In order for a director to qualify as an "independent director," the Board must affirmatively determine that the director has no material relationship with Occidental (either as a partner, stockholder or officer of an organization that has a relationship with Occidental) that would preclude that nominee from being an independent director. For the purpose of such determination, an "independent director" is a director who: --Has not been employed by Occidental within the last five years; --Has not been an employee or affiliate of any present or former internal or external auditor of Occidental within the last three years; --Has not received more than $60,000 in direct compensation from Occidental, other than director and committee fees, during the current fiscal year or any of the last three completed fiscal years; --Has not been an executive officer or employee of a company that made payments to, or received payments from, Occidental for property or services in an amount exceeding the greater of $1 million or 2 percent of such other company's consolidated gross revenues during the current fiscal year or any of the last three completed fiscal years; --Has not been employed by a company of which an executive officer of Occidental has been a director within the last three years; --Is not affiliated with a not-for-profit entity that received contributions from Occidental exceeding the greater of $1 million or 2 percent of such charitable organization's consolidated gross revenues during the current fiscal year or any of the last three completed fiscal years; --Has not had any of the relationships described above with an affiliate of Occidental; and --Is not a member of the immediate family of any person described above. An "immediate family member" includes a person's spouse, parents, children, siblings, mothers and fathers-in-law, sons and daughters-in-law, brothers and sisters-in-law and anyone (other than domestic employees) who shares such person's home.

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Audit Committee

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Finance Notes
An Audit Committee is an operating committee of a publicly-held company. Committee members are normally drawn from members of the Company's board of directors. An audit committee of a publicly traded company in the United States is composed of independent or outside directors. 60 Quorum

In law, a quorum is the minimum number of members of a deliberative body necessary to conduct the business of that group. 61 EPS

The portion of a company's profit allocated to each outstanding share of common stock. EPS serves as an indicator of a company's profitability. Net income-Dividends on preferred stocks/Average outstanding stocks 62 what are Liquid assets

Cash, or property immediately convertible to cash, such as securities, notes, life insurance policies with cash surrender values, U.S. savings bonds, or an account receivable. 63 Treasury Stock (shares buy back)

Corporate stock that is issued, completely paid for, and reacquired by the corporation at a later point in time. Treasury stock or shares may be purchased by the corporation, or reacquired through donation, forfeiture, or some other method. It is then regarded as the personal property of the corporation and part of its assets. The corporation can sell the stock for cash or credit, for par value or market value, or upon any terms that it could be sold by a stockholder. Shares that the corporation has not issued in spite of its authority to do so are ordinarily not regarded as treasury shares but are merely unissued shares. 64 65 Listed and Unlisted Company Public Company Vs Private Company

A company that has issued securities through an initial public offering and which are traded on at least one stock exchange or over-the-counter market. 66 Index (Stock index)

A statistical indicator providing a representation of the value of the securities which constitute it. Indices often serve as barometers for a given market or industry and benchmarks against which financial or economic performance is measured. 67 Sensex

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Finance Notes
An abbreviation of the Bombay Exchange Sensitive Index (Sensex) - the benchmark index of the Bombay Stock Exchange (BSE). It is composed of 30 of the largest and most actively-traded stocks on the BSE. Initially compiled in 1986, the Sensex is the oldest stock index in India.

68 69

Nifty BSE

The BSE SENSEX (also known as the BSE 30) is a value-weighted index composed of 30 scrips, with the base April 1979=100. The set of companies which make up the index has been changed only a few times in the last 20 years. These companies account for around one-fifth of the market capitalization of the BSE.

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Joint Stock Company Vs Joint venture

Joint Stock Company----A company which has some features of a corporation and some features of a partnership. The company sells fully transferable stock, but all shareholders have unlimited liability. Joint Stock Company----A business whose capital is held in transferable shares of stock by its joint owners. Joint venture----A contractual agreement joining together two or more parties for the purpose of executing a particular business undertaking. All parties agree to share in the profits and losses of the enterprise. Joint venture----An association of two or more individuals or companies engaged in a solitary business enterprise for profit without actual partnership or incorporation; also called a joint adventure. 71 Going concern Going concern A going concern describes a business that functions without the intention or threat of liquidation for the foreseeable future. 71 72 Form S-1 (A registration statement used in the IPO of securities.) Restructuring

A significant modification made to the debt, operations or structure of a company. This type of corporate action is usually made when there are significant problems in a company, which are causing some form of financial harm and putting the overall business in jeopardy. The hope is that through restructuring, a company can eliminate financial harm and improve the business. 73 Disinvestment

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Finance Notes
1. The action of an organization or government selling or liquidating an asset or subsidiary. Also known as "divestiture". 2. A reduction in capital expenditure, or the decision of a company not to replenish depleted capital goods 74 Underwriter

1. A person or firm engaged in the insurance business. 2. An insurance agent who assesses the risk of enrolling an applicant for coverage or a policy. 3. One that guarantees the purchase of a full issue of stocks or bonds. A company or other entity that administers the public issuance and distribution of securities from a corporation or other issuing body. An underwriter works closely with the issuing body to determine the offering price of the securities, buys them from the issuer and sells them to investors via the underwriter's distribution network. 75 Insurance Vs Reinsurance

Insurance----A contract whereby, for a specified consideration, one party undertakes to compensate the other for a loss relating to a particular subject as a result of the occurrence of designated hazards. Reinsurance----The contract made between an insurance company and a third party to protect the insurance company from losses. The contract provides for the third party to pay for the loss sustained by the insurance company when the company makes a payment on the original contract. 76 Preferred Stock

Preferred stock A preferred stock, also known as a preferred share or simply a preferred, is a share of stock carrying additional rights above and beyond those conferred by common stock. Rights Unlike common stock, preferred stock usually has several rights attached to it. ----The core right is that of preference in dividends. Before a dividend can be declared on the common shares, any dividend obligation to the preferred shares must be satisfied. ----The dividend rights are often cumulative, such that if the dividend is not paid it accumulates in arrears. ----Preferred stock has a par value or liquidation value associated with it. This represents the amount of capital that was contributed to the corporation when the shares were first issued. ----Preferred stock has a claim on liquidation proceeds of a stock corporation, equivalent to its par or liquidation value. This claim is senior to that of common stock, which has only a residual claim.

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Finance Notes
----Almost all preferred shares have a fixed dividend amount. The dividend is usually specified as a percentage of the par value or as a fixed amount. For example Pacific Gas & Electric 6% Series A preferred. ----Variable preferreds are rare exceptions: their changing dividends depend on prevailing interest rates, or varying as a percentage of net income. ----Some preferred shares have special voting rights to approve certain extraordinary events (such as the issuance of new shares or the approval of the acquisition of the company) or to elect directors, but most preferred shares provide no voting rights associated with them. ----Usually preferred shares contain protective provisions which prevent the issuance of new preferred shares with a senior claim. This results in corporations often having several series of preferred shares that have a subordinate relationship. 77 VAT

Value added Tax 78 GDP

GDP----The total market value of all the goods and services produced within the borders of a nation during a specified period. 79 Option and its Types

Option----A privilege, for which a person has paid money that grants that person the right to purchase or sell certain commodities or certain specified securities at any time within an agreed period for a fixed price. 80 OTC Over-the-Counter

Over-The-Counter, method of buying and selling securities outside the organized stock exchange. 81 NASDAQ (National Association of securities Dealers Automated Quotation system)

Nasdaq Stock Market, Inc. (Nasdaq) is a provider of securities listing, trading and information products and services. 82 Negotiable Instrument

A commercial paper, such as a check or promissory note, that contains the signature of the maker or drawer; an unconditional promise or order to pay a certain sum in cash that is payable either upon demand or at a specifically designated time to the order of a designated person or to its bearer. Negotiable instrument, bill of exchange, check, promissory note, or other written contract for payment that may serve as a substitute for money. 1. The promise or order to pay must be unconditional; 2. The payment must be in a specific sum of money, although interest may be added to the sum; 77

Finance Notes
3. The payment must be made on demand or at a definite time; 4. The instrument must be payable to bearer or to order. 83 NOW (Negotiable Order of Withdrawal)

In the United States, a Negotiable Order of Withdrawal account (NOW account) is a deposit account that pays interest, on which checks may be written. Authorized on a national scale in 1981, these accounts typically pay a relatively small return, although some banks offer highinterest NOW accounts in order to attract depositors. Unless your interest rate is high, the balances in NOW accounts should be kept at the minimum necessary to provide needed funds without incurring service charges. 84 Merchant bank

Merchant bank----A bank that deals mostly in (but is not limited to) international finance, longterm loans for companies and underwriting. Merchant banks do not provide regular banking services to the general public. 85 Going private

Going Private A company "goes private" when it reduces the number of its shareholders to fewer than 300 and is no longer required to file reports with the SEC. A number of transactions can result in a company going private, including: Another company or individual makes a tender offer to buy all or most of the companys publicly held shares; The company merges with or sells the companys assets to another company; or The company can declare a reverse stock split that not only reduces the number of shares but also reduces the number of shareholders. In this type of reverse stock split, the company typically gives shareholders a single new share in exchange for a block10, 100, or even 1,000 sharesof the old shares. If a shareholder does not have a sufficient number of old shares to exchange for new shares, the company will usually pay the shareholder cash based on the current market price of the companys stock.

While SEC rules don't prevent companies from going private, they do require companies to provide information to shareholders about the transaction that caused the company to go private. The company may have to file a merger proxy statement or a tender offer document with the SEC. In addition, if the transaction is initiated by an affiliate (an insider) of the company, Rule 13e-3 of the Securities Exchange Act of 1934 requires the affiliate to file a Schedule 13E-3 with the SEC. The filing of a Schedule 13E-3 is also required when affiliated transactions result in a companys publicly held securities no longer being traded on a national securities exchange or an inter-dealer quotation system, such as Nasdaq. The Schedule 13E-3 requires a discussion of the purposes of the transaction, any alternatives that the company considered, and whether the transaction is fair to all shareholders. The Schedule also 78

Finance Notes
discloses whether and why any of its directors disagreed with the transaction or abstained from voting on the transaction and whether a majority of directors who are not company employees approved the transaction. Going private transactions require shareholders to make difficult decisions. To protect shareholders, some states have adopted corporate takeover statutes that provide shareholders with dissenter's rights. These statutes provide shareholders the opportunity to sell their shares on the terms offered, to challenge the transaction in court, or to hold on to the shares. Once the transaction is concluded, remaining shareholders may find it very difficult to sell their retained shares because of a limited trading market. http://www.sec.gov/answers/gopriv.htm 86 Futures

Futures----Contracts that promise to purchase or sell standard commodities at a forthcoming date and at a fixed price. This type of contract is an extremely speculative transaction and ordinarily involves such standard goods as rice or soybeans. Profit and loss are based upon promises to deliveras opposed to possession ofthe actual commodities. 87 Exit strategy

Exit Strategy 1. The method by which a venture capitalist or business owner intends to get out of an investment that he or she has made in the past. In other words, the exit strategy is a way of "cashing out" an investment. Examples include an initial public offering (IPO) or being bought out by a larger player in the industry. Also referred to as a "harvest strategy" or "liquidity event". 2. In the context of an active trader, a plan as to when a trade will be closed out. 88 89 EOQ (Economic Order Quantity) Monopoly

Exclusive control by one group of the means of producing or selling a commodity or service 90 91 MRTP Monopoly & Restrictive Trade Practices Act Inflation Vs Deflation

Inflation A persistent increase in the level of consumer prices or a persistent decline in the purchasing power of money, caused by an increase in available currency and credit beyond the proportion of available goods and services.

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Finance Notes
92 93 94 95 96 97 98 99 100 101 102 103 104 105 106 Vertical market Vs Horizontal market Vertical merger Vs Horizontal merger Redemption Lead manager Depreciation Vs Obsolescence Vs Depletion Bull Vs Bear Spread ADR Vs GDR Primary Vs Secondary Listing supply chain management - SCM SEDAR Vs Edgar Real Estate Investment Trust - REIT Exchange-Traded Fund - ETF Reallowance Reflation

Affiliate----A company in which another company has a minority interest. A Patent is a set of exclusive rights granted by a state to a person (the patentee, usually the inventor) for a fixed period of time in exchange for the regulated, public disclosure of certain details of a device, method, process or composition of matter (substance) (known as an invention) which is new, inventive, and useful or industrially applicable. A Copyright is a law that gives the creator of a document, musical piece, book, etc. the right to their creation and the control of its distribution. This protects the creators ability to sell their work. Once copyrighted, a work can only be copied at the creator's disposal. By having copyright laws, our government is encouraging the formation of new ideas and concepts by securing the creator's reward for their hard work and great consumption of time.

Red herring prospectus This is an initial prospectus to be submitted by a company which is planning to have an IPO. It contains all the information about the company except for the offer price and the effective date, which aren't known at that time. There are several additions and edits to this document before the final prospectus is released. The reason it is called a Red herring is due to a section of the document colored in red which explicitly states that the issuing company is not attempting to sell its shares before it has been given official approval by the SEC. Book Building is a process of fixing the share price based on the demand at various price levels. CRISIL----Credit Rating Information Services of India Limited Portfolio Management The science of making decisions about investment mix and policy. SEDAR----System for Electronic Document Analysis and Retrieval EDGAR----Electronic Data Gathering Analysis and Retrieval

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Finance Notes
Spread----difference between bid and offer prices; also, difference between high and low prices of a particular security over a given period. BID----An offer or proposal made by an investor or broker to buy a security. Offer---- A proposal or offer made by an investor or broker to sell a security.

Merchant Bank A bank that deals mostly in (but is not limited to) international finance, long-term loans for companies and underwriting. Merchant banks do not provide regular banking services to the general public.

Write short notes on the following: 1) Debentures 2) Convertible debentures 3) Difference between public company and private company 4) Difference between director and promoter 5) Difference between Authorized and issued Capital 6) Debt equity ratio 7) Margin of safety 8) Break even point 9) Put option 10) Call option 11) Redeemable shares 12) Intangible assets/tangible assets 13) Rights issue 14) Employee stock option 15) Articles of association 16) Cash flow statement 17) Memorandum of association 18) Insider trading 19) Venture Capital 20) Seed Capital 21) Bridge finance 22) Mutual funds 23) Contingent liabilities 24) Stock split 25) Reverse merger 26) Discounted bonds 27) Merger 28) Fictitious assets 29) Factoring 30) Capital budgeting 31) Underwriting 32) Business diversification 33) Annual report 34) Annual general meeting 35) Subsidiary company 81

Finance Notes
36) 37) 38) 39) 40) 41) 42) 43) 44) 45) 46) 47) Price Earning Ratio Return on Investments Debt to Equity Ratio Market Capitalization Bankruptcy Capital Reserves Share Premium Contingent liabilities Derivatives EPS and DPS Pledge and hypothecation Zero based budget

Write essay on any one of the following 1) Women reservation bill 2) Globalization 3) Effect of movies on youth 4) Education system in India 5) Role of the media in the society 6) Can the film stars become good administrators? 7) Importance of small states 8) Impact of western culture on Indian culture 9) Most unforgettable/favorite movement 10) Role model 11) Is Hyderabad a hi-tech city? 12) BPO and KPO 13) Economic crisis 14) Write about your role model

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