Visa 2010 Annual Report Download - page 113

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Table of Contents
VISA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
September 30, 2010
(in millions, except as noted)
Company's own stock, which is therefore not recorded as income. The value of the treasury stock was calculated based on other class C common stock
transactions by other holders of class C common stock with unrelated third parties.
Preferred Stock. Preferred stock may be issued as redeemable or non-redeemable, and it has preference over any class of common stock with respect to
the payment of dividends and distribution of the Company's assets in the event of a liquidation or dissolution. The Company had no shares of preferred stock
outstanding during and at the end of fiscal 2010 and 2009.
Voting Rights. The holders of class A common stock have the right to vote on all matters on which stockholders generally are entitled to vote. All
holders of class B and class C common stock have no right to vote on any matters, except for certain defined matters, including any consolidation, merger,
combination or any decision to exit the core payments business, in which case the holders of class B and class C common stock are entitled to cast a number
of votes equal to the number of shares of class B or class C common stock held multiplied by the applicable conversion rate in effect on the record date.
Dividends Declared. On October 20, 2010, the Company's board of directors declared a dividend in the aggregate amount of $0.15 per share of class A
common stock (determined in the case of class B and class C common stock on an as-converted basis) to be paid on December 7, 2010 to all holders of record
of the Company's class A, class B and class C common stock as of November 19, 2010. The Company declared and paid $368 million in dividends in fiscal
2010 at a quarterly rate of $0.125 per share.
Note 17—Earnings Per Share
Basic earnings per share is computed by dividing net income available to each class and series by the weighted average number of shares of common
stock outstanding and participating securities in the form of unvested restricted stock awards and unvested restricted stock units during the period. Net income
is allocated to each class and series of common stock based on its proportional ownership on an as-converted basis. The weighted number of shares of each
class and series of common stock outstanding reflects changes in ownership over the periods. See Note 16—Stockholders' Equity.
Diluted earnings per share is computed by dividing net income available by the weighted average number of shares of common stock outstanding,
participating securities in the form of unvested restricted stock awards and unvested restricted stock units and, if dilutive, potential class A common stock
equivalent shares outstanding during the period, consisting of: (1) shares of class A common stock issuable upon the conversion of class B and class C
common stock based on the conversion rate in effect through the period, and (2) incremental shares of class A common stock calculated by applying the
treasury stock method to the assumed exercise of employee stock options and the assumed vesting of unearned performance shares.
Effective October 1, 2009, the Company adopted a new accounting standard which requires unvested share-based payment awards that contain non-
forfeitable rights to dividends or dividend equivalents, such as the Company's restricted stock awards and restricted stock units, to be included as participating
securities in computing earnings per share. Comparable prior period earnings per
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