Joint Stock Company is the most practical form of organization for large scale business. In India the Indian Companies Act of 195 go!erns "oint stock companies. #he capital of the company is di!ided into shares and the o$ners hold shares of capital. #hey are therefore kno$n as shareholders of the company. Share and Share Capital Meaning, Nature and Types #he most striking feature of a "oint stock company is its o$nership structure. #he capital of a "oint stock company is di!ided into small shares of fi%ed !alue. #his facilitates easy in!estment and easy transfer. Shareholders do not directly mange the company. #hey elect directors $ho carry out management. #he shareholders ha!e the safety of limited liability. In the e!ent of e%treme loss or li&uidation $ith e%cessi!e outside liability' the non in!ested $ealth of a shareholder is not affected. #he face !alue of the shares held by a person is the ma%imum amount that he can lose in a "oint stock company. If the shares are fully paid up he need not pay anything further e!en if the company is li&uidated $ith hea!y unsettled claims. If the shares held are partly paid up' a shareholder might be asked to pay the unpaid portion of the shares.
Shares can be sold and purchased through the stock e%change. (y purchasing shares a person gets part o$nership of the business. A share holder does not attain an automatic right to manage the company. )irectors are the people $ho manage the business. #hey are elected by shareholders. #hus a shareholder can !ote to elect directors. *e can also contest in the election to become director.
A "oint stock company is regarded as an artificial person. It is considered to ha!e an identity apart from the shareholders. A company can enter into contract' buy or sell properties in its o$n name' file la$suits or can be sued. It can e!en file suit against its o$n shareholders. Types of share capital Share capital is basically classified into e&uity and preference share capital. +&uity capital is raised by the issue of e&uity shares' $hich are the most common type of shares. #he benefits recei!ed by e&uity shares are directly related to the performance of the business. ,hen the business earns good profit e&uity shareholders $ill get more di!idends.
-reference shares other hand are the ones ha!ing priority in the payment of di!idend and repayment of capital in the e!ent of li&uidation of a company. )i!ided for the preference shares are paid at a prescribed rate. -reference shareholders ha!e fi%ed income irrespecti!e of the performance of the business. +&uity di!idend is declared each year' $hich $ill !ary according to the profit earned by the business. #he e&uity shareholders are the ones $ho actually bear the risk in business. ,hen the performance of the business is good' they get a high percentage of income. #he !alue of shares $ill also increase in the market. Capital appreciation is the prime attraction of e&uity shares in a company ha!ing consistently good performance.
+&uity and -reference share capital are t$o basic channels of share capital. Apart from this basic classification' share capital may be referred by different &ualifying terms highlighting certain specific aspects of share capital. In this regard follo$ing terms are used to &ualify share capital.
1. Authorised Capital or Registered Capital #his is the ma%imum amount of capital a company is authorised to raise from the public. Authorized capital is fi%ed little higher than the immediate capital re&uirement of the business because authorised capital is specified in the .emorandum of Association of the company and if the COMPANY ACCOUNTS P a g e | 2 company needs more capital in the near future it cannot do so $ithout first altering the memorandum of association. 2. Issued Capital A company $ill raise capital from the public only to the e%tent it needs money for in!estment. /nused fund indicates inefficiency. #he portion of authorized capital that is offered to the public for subscription is kno$n as issued capital. 3. Suscried Capital ,hen the shares are offered to the public there is no guarantee that the public $ill purchase all of them. #he part of the issued capital that is actually subscribed by the public is kno$n as subscribed capital.
!. Called up Capital ,hen shares are offered to the public the company $ill indicate ho$ and $hen they ha!e to pay the money. /sually the company $ill not demand full payment at the time of issue itself. Instead' the capital is collected part by part at application stage' allotment stage' first call stage etc. Called up capital is the portion of subscribed capital $hich is actually demanded by the company.
". #aid up Capital ,hen company calls up capital some shareholders may fail to pay. #his amount is called calls in arrears. #he amount paid by the shareholders is kno$n as paid up capital.
$. Reser%e Capital 0eser!e capital is the part of the uncalled capital set aside as reser!e' by the company to call up only in the e!ent of li&uidation of the company. Accounting for Share Capital Capital of "oint stock companies is referred as share capital because it is di!ided into shares. Share capital is usually not collected in lump sum' but in instalments at !arious stages' such as application' allotment' 1 st call etc. 1or the purpose of con!enient accounting' a temporary account representing each of these stages $ill be opened in the ledger $hich $ill be closed once the amounts e%pected on that stage is fully collected or the shares are cancelled for unpaid amounts.
1ollo$ing are the "ournal entries for issue of share capital2 Share Application Stage #he first stage in issue of share is the application stage. At this point the company $ill gi!e e%tensi!e publicity to the share issue and in!ite the public to apply for the shares. A prospectus $hich is official in!itation to the public' containing details of the company' proposed number of shares' its type' !alue etc. $ill be issued to the pubic and registered $ith the registrar of companies.
In response to the in!itation by the company' public $ill apply for the shares. A part of the !alue of shares $ill be specified as application money $hich is to be paid along $ith the application. #his amount $ill be deposited in the bank account of the company. Application money cannot be less than 354 of the issue price. 1ollo$ing "ournal entries are passed at the collection and capitalisation of application money.
i.. When share application money is received
(ank Account )r. #o Share Application Account
ii. Application money credited to Capital Account
COMPANY ACCOUNTS P a g e | 3 Share Application Account )r. #o Share Capital
#he second entry $ill close the Share Application Account' and in the ledger there $ill be Cash at (ank on one side and Share Capital on the other' pro!ided the number of applications in!ited and the number of applications recei!ed are the same.
Share Allot&ent Stage After the closure of share issue the directors proceed to the allotment of shares. An additional amount to$ards the capital on the allotted shares is collected at this stage. #his amount is called allotment money.
1ollo$ing "ournal entries are passed at allotment stage2
i.. Allotment money credited to capital
Share Allotment Account )r. #o Share Capital
ii. Collection of allotment money
(ank Account )r. #o share Allotment Account
Share Call After the share allotment' the company $ill collect the remaining capital in one or t$o additional instalments $hich are kno$n as calls on shares. Same accounting entries are passed for all calls.
1ollo$ing are the typical entries2
i. Call money credited to capital
Share 1 st Call )r. #o Share Capital
ii. Collection of call money
(ank Account )r. #o Share 1 st Call
Illustration !.'1 A(C 5td. in!ited applications for 1666 shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2 0s.7 on application8 0s.7 on allotment8 0s.9 on 1 st call #he issue $as fully subscribed and the amounts due on allotment and first call ha!e been recei!ed. -ass necessary Journal +ntries.
(ournal )ntries COMPANY ACCOUNTS P a g e | 4 #articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.3 per share)
3,000
3,000
3.
Share Application Account Dr To Share apital
(Application money cre!ite! to capital account)
3,000
3,000
7.
Share Allotment Account Dr. To Share apital (Share Allotment money @Rs.3 per share cre!ite! to apital)
3,000
3,000
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!)
3000
3,000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs." per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. To Share 1 st all (Share 1 st call amount recei#e!)
",000
",000
+%er,Suscription and -nder,Suscription +%er,suscription It is unlikely that the public apply for the e%act number of applications in!ited by the company. ,hen applications recei!ed e%ceed the number in!ited' the share is said to be o!er:subscribed. It also means that the company recei!ed more application money than $hat $as originally in!ited. ;o$ the company cannot con!eniently increase the number of shares and keep the money as capital. Instead' it must refund the e%cess amount recei!ed or make a part allotment on applications ad"ust the e%cess money against future calls from shareholders.
,hen there is o!er subscription share application account $ill not be closed by the transfer to capital alone <second entry abo!e=. #his is because the company has recei!ed more money. >ne of the follo$ing entries $ill be passed to close the share application account depending on the treatment of money. COMPANY ACCOUNTS P a g e | 5
i. If the excess amount is refunded to applicants
Share Application Account )r. #o (ank
ii. If the excess amount is adjusted to Allotment
Share Application Account )r. #o Share Allotment
Illustration !.'2 >n 1 st January 3667 A(C 5td. in!ited applications for 1666 shares of 0s. 16 each. #he payments to be made as follo$s2 0s.7 on application 0s.7 on allotment 0s.9 on 1 st call Applications ha!e been recei!ed for 1366 shares. +%cess applications ha!e been re"ected. Allotments $ere made. #he full amounts collected in due course. -ass necessary Journal +ntries to record the abo!e.
($ote% This illustrates the treatment o& o#ersu'scription. (ere 1)00 applications ha#e 'een recei#e! on an issue o& 1000 shares. (ere the company has to stick to the 1000 shares issue!. ompare these three simple illustrations care&ully)
(ournal )ntries
#articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money recei#e! on 1)00 applications @Rs.) per share)
3,*00
3,*00
3.
Share Application Account Dr. To Share apital To Bank (Application money cre!ite! to capital account an! the money on re+ecte! applications re&un!e!)
3,*00
3,000 *00
7.
Share Allotment Account Dr. To Share apital
3,000
3,000 COMPANY ACCOUNTS P a g e | 6 (Share Allotment money @Rs.3 per share cre!ite! to apital)
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!)
3000
3,000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. To Share 1 st all (Share 1 st call amount recei#e!)
",000
",000
-nder,suscription /nder:subscription is a situation "ust the opposite of o!er:subscription. *ere the company has recei!ed less number of applications than $hat $as in!ited. In case of under subscription the company $ill proceed to allotment $ith $hate!er number of shares applied by the public.
Illustration !.'3 >n 1 st January 3667 A(C 5td. in!ited applications for 1666 shares of 0s. 16 each. #he payments to be made as follo$s2 0s.7 on application8 0s.9 on allotment8 0s.7 on 1 st call Applications ha!e been recei!ed for 966 shares. Allotments $ere made. #he full amounts collected in due course. -ass necessary Journal +ntries to record the abo!e.
(ournal )ntries #articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money recei#e! on 1)00 applications @Rs.) per share)
),-00
),-00
3.
Share Application Account Dr. To Share apital (Application money cre!ite! to capital
),-00
),-00
COMPANY ACCOUNTS P a g e | 7 account an! the money on re+ecte! applications re&un!e!)
7.
Share Allotment Account Dr. To Share apital (Share Allotment money @Rs.3 per share cre!ite! to apital)
3,*00
3,*00
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!)
3,*00
3,*00
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
),-00
),-00
.
Bank Account Dr. To Share 1 st all (Share 1 st call amount recei#e!)
),-00
),-00 Issue and Allot&ent of #reference Shares -reference shares as also part of capital. (ut these shares as the name suggest are ha!ing some special pri!ileges or preferences. 1ollo$ing are the important features of preference shares. -reference shares are issued $ith a prescribed rate of di!idend. #hus such shareholders ha!e an assured income from their shares. ,hen the company does not make huge profits there is an ad!antage to the -reference shareholder. (ut $hen the profit is high' a preference shareholder must satisfy $ith his prescribed rate of di!idend. In the e!ent of li&uidation of the company the preference shareholders get a priority o!er the e&uity shareholder in the repayment of capital. -reference shareholders ha!e less say in the management of the company. +&uity shareholders $ho are the real risk bearing in!estors mainly control management.
1orm the accounting point of !ie$ there is no much difference bet$een the issue of e&uity shares or preference shares. #he only difference is that the preference capital account $ill be clearly stated as ?preference share capital@ in the "ournal entry. (ut there is no need to specify ?e&uity capital@ $hen it is issued. #he term capital is understood as e&uity capital.
Illustration !.'! A limited company in!ited applications for 3666' A4 preference shares of shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2 0s.5 on application 0s.5 on allotment #he issue $as fully subscribed and the amounts due on allotments $ere recei!ed. -ass necessary Journal +ntries. COMPANY ACCOUNTS P a g e | 8
(ournal )ntries #articulars *r. Cr
1.
Bank Account Dr To .re&. Share Application Account (Application money on )000 shares @Rs., per share recei#e!)
10,000
10,000
3.
.re&. Share Application Account Dr To /0 .re&. Share apital
(Application money cre!ite! to pre&. share capital account)
10,000
10,000
7.
.re&. Share Allotment Account Dr. To /0 .re&. Share apital (Share Allotment money @Rs., per share cre!ite! to .re&. apital)
10,000
10,000
A limited company in!ited applications for 5666' 94 preference shares of shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2 0s.9 on application8 0s. on allotment #he issue $as fully subscribed and the amounts due on allotments $as been recei!ed. -ass necessary Journal +ntries. #ri%ate #lace&ent and #ulic Suscription of Share Capital Issue of shares under pri!ate placement implies the issue of shares to a selected group of persons. -ri!ate placement is an issue that is not a public issue. In order to make pri!ate placement' a company should pass a special resolution to that effect. If the number of !otes cast in fa!our of pri!ate placement is not sufficient to pass a special resolution' but more than the number of !otes cast against' the directors can approach Central Bo!ernment for appro!al' stating that the proposed pri!ate placement is most beneficial to the company.
)&ployee Stoc. +ption #lan /)S+#0 +mployeesC stock option plan implies the right gi!en to employees to purchase shares of the company at pre: determined lo$ price. +S>- is a kind of compensation to the employees to create a sense of belonging to the company. 1or the purpose of +S>- the term employees include permanent employees and directors' of a company' its subsidiary companies andDor holding companies. *o$e!er' employees belonging to promotersC group or directors holding more than 164 of the e&uity shares are not allo$ed participating in the +S>-. #he company keeps the plan open to COMPANY ACCOUNTS P a g e | 9 for a certain period for the employees to e%ercise their option to purchase shares. At the end of this e%ercise period' the stock option $ill be closed. #he unused option $ill be considered lapsed. Any share issued under +S>- is not allo$ed to be traded for a period of one year lock:in period. #his condition is not applied for shares issued as part of public issue. Cash )ntries through Cash 1oo. ,hen cash book is used in accounting all entries of receipt and payment are entered in the cash book directly. All other transaction $ill be entered in the normal "ournal.
#he follo$ing e%ample illustrates the use of cash book and the effect of under subscription.
Illustration !.'! >n 1 st January 3663' A(C 5td. in!ited applications for 1666 shares of 0s.16 each payable as follo$s2 0s.3 on application8 0s.7 on allotment8 0s.5 on 1 st call Applications ha!e been recei!ed for 966 shares. Amounts due on allotment and 1 st call ha!e been duly collected. -repare Cash (ook <bank column only= and other necessary Journal +ntries.
($ote% This is a case o& un!er su'scription. The company issue! 1000 shares 1hereas only 200 shares ha#e 'een su'scri'e!. All entries shoul! 'e 'ase! on the num'er o& shares actually su'scri'e!, not the num'er o& shares issue!)
Cash 1oo. /1an. Colu&n only0 )ate -articulars 5Df (ank 0eceipts )ate -articulars 5Df (ank -ayments 1. To Share Application 1,/00 9. To Share Allotment ),/00 To Share 1 st all ,,000 By Balance c3! 9'66 9'66 9'66
(ournal )ntries #articulars *r. Cr
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
1,/00
1,/00
7.
Share Allotment Account Dr. To Share apital (Share Allotment money @Rs.3 per share cre!ite! to apital)
),-00
),-00
COMPANY ACCOUNTS P a g e | 10
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",,00
",,00
Issue of shares at #re&iu& Shares of reputed companies are usually issued at a higher issue price that than the face !alue. #his e%tra amount is kno$n as share premium. #his is a gain to be credited separately into a securities premium account. Share premium is usually collected along $ith the allotment money.
Security premium is not an ordinary income of the company8 therefore it is not credited into the profit and loss account. It is comes under the category of capital recipt. Security premium can be utilized in the follo$ing $ays8
to $rite off preliminary e%penses if any to $rite off discount on issue of shares to issue bonus shares to pro!ide for the premium payable on any redeemable preference shares of the company.
Illustration !.'" A(C 5td. in!ited applications for 1666 shares of 0s.16 each at a premium of 0s.3 on 1 st January' 3663. #he payments to be made as follo$s2
0s.7 on application8 0s.5 on allotment <including premium=8 0s.9 on 1 st call
#he issue $as fully subscribed and the amounts due on allotments and first call ha!e been recei!ed. -ass necessary Journal +ntries.
(ournal )ntries #articulars *r. Cr 1.
Bank Account Dr. To Share Application Account (Application money on 1000 shares @Rs.) per share) 3,000
3,000
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital Account
3,000
3,000
7.
Share Allotment Account Dr. To Share apital To Securities .remium
,,000
3,000 ),000 COMPANY ACCOUNTS P a g e | 11 (Share Allotment an! securities premium cre!ite! to respecti#e accounts)
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!)
,000
,,000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. To Share 1 st all (Share 1 st call amount recei#e!)
",000
",000
Issue at *iscount ,hen shares are issued at a discount' the company is incurring a loss' $hich $ill be debited to Ediscount on issue of sharesC account. #his $ill remain as a fictitious asset in the books of the company and $ill be $ritten off in due course. /sually discount $ill be ad"usted at the time of allotment of shares. Check the follo$ing illustration2
Illustration !.'$ A(C 5td. in!ited applications for 1666 shares of 0s.16 each at a discount of 0e.1 on 1 st January' 3663. #he payments to be made as follo$s2
0s.3 on application8 0s.3 on allotment8 0s.5 on 1 st call
#he issue ha!e been fully subscribed and the full amounts due on allotments and first call ha!e been recei!ed. -ass necessary Journal +ntries.
(ournal )ntries #articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.) per share)
),000
),000
COMPANY ACCOUNTS P a g e | 12 3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
),000
),000
7.
Share Allotment Account Dr. Discount on issue o& Shares Dr. To Share apital Account (Share Allotte! at !iscount o& Re.1 per share)
),000 1,000
3,000
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!)
),000
),000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
,,000
,,000
.
Bank Account Dr. To Share 1 st all (Share 1 st call amount recei#e!)
,,000
,,000 Calls in Ad%ance Sometimes shareholders chose to pay the call money in ad!ance $hich should be credited to calls in ad!ance account. >!ersubscription of issue is another reason for opening Calls in Ad!ance Account. Suppose a person applied for 166 shares and the company allotted him only 56 shares' the e%cess application money paid by him may be refunded or treated as calls in ad!ance. #his amount is ad"usted against the amounts due from him in future. (alls in a!#ance can 'e !irectly cre!ite! a4ainst ne5t call account, 1hich is an easier treatment. This metho! is &ollo1e! in the &ollo1in4 illustration)
Interest is paid on the calls in ad!ance if it is specified in the in the Articles of Association of the company or if the company adopts #able A for internal administration interest can be paid at the rate of 4. #he follo$ing entries are passed to account the interest on calls in ad!ance2
i. Interest due 6nterest on alls in A!#ance Dr. To Sun!ry Sharehol!ers Account
ii. Interest #aid Sun!ry Sharehol!er7s Account Dr. To Bank
Illustration !.'2 COMPANY ACCOUNTS P a g e | 13 A(C 5td. in!ited applications for 1666 shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2
0s.3 on application8 0s.7 on allotment8 0s.5 on 1 st call
#he issue ha!e been fully subscribed. .r. A' $ho is allotted 766 shares' paid the full amount at the time of allotment. #he amounts due on allotment and first call ha!e been recei!ed. -ass necessary Journal +ntries.
(ournal )ntries
#articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.) per share)
),000
),000
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
),000
),000
7.
Share Allotment Account Dr. To Share apital Account (Amount on allotment amount cre!ite! to capital account)
3,000
3,000
9.
Bank Account Dr. To Share Allotment To Share 1 st call (Share allotment money collecte!)
",,00
3,000 1,,00
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
,,000
,,000
.
Bank Account Dr. To Share 1 st all
3,,00
3,,00 COMPANY ACCOUNTS P a g e | 14 (Share 1 st call amount recei#e!)
$ote% The a!#ance payment 'y 8r. A can 'e cre!ite! to call in a!#ance account in 9: 3. 6n that case the call in a!#ance shoul! 'e !e'ite! in 9: *, an! cre!it the &irst call account 1ith the &ull amount o& ,,000.But the a'o#e treatment is easier.
Calls in Arrears Sometimes shareholders fail to pay the amount due on calls. In that case $e ha!e t$o options in passing the "ournal entry. 1irst option is "ust recording the actual amount collected to the respecti!e call account. ;ormally the call account $ill !anish from books $ith the collection of money. (ut in this case the unpaid amount $ill remain in the books in the call account as debit balance. #he second option is to debit the (ank account for the amount recei!ed and debit the Calls in Arrears Account for the unpaid amount and credit the respecti!e call account for the total. #he second option is follo$ed in this te%t book.
#he company can charge interest on calls in arrears at 54 per annum if it is specified in the Articles of Association or if the company adopts #able A for the internal administration. #able A F the model set of Articles of Association of a company F specifies interest chargeable on calls in arrears at 54. 1ollo$ing "ournal entries are passed to account interest on calls in arrears
i. Interest due Sun!ry Sharehol!er7s Account Dr. To 6nterest on alls in Arrears
ii. Interest #aid Bank Account Dr.. To Sun!ry Sharehol!ers
Illustration !.'3 A(C 5td. issued 1666 shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2 0s.3 on application8 0s.7 on allotment8 0s.5 on 1 st call #he issue ha!e been fully subscribed. .r. A' $ho is allotted 766 shares failed to pay the 1 st call amount. #he full amounts due on allotment and first call from all other shareholders ha!e been recei!ed. -ass necessary Journal +ntries.
(ournal )ntries #articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.) per share)
),000
),000 COMPANY ACCOUNTS P a g e | 15
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
),000
),000
7.
Share Allotment Account Dr. To Share apital Account (Amount on allotment amount cre!ite! to capital account)
3,000
3,000
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!)
3,000
3,000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
,,000
,,000
.
Bank Account Dr. alls in arrears Dr. To Share 1 st all (Share 1 st call amount recei#e!)
3,,00 1,,00
,,000
Issue of Shares for Consideration other than Cash Company can issue shares in consideration of purchase of assets. 1ollo$ing "ournal entries are passed for such issue2
a. Asset Account )r. #o GendorCs Account <Asset purchased=
b. GendorCs Account )r. #o Share Capital <Shares issued in consideration of asset=
$ote% 6t is #ery important to consi!er 1hether the shares are issue! at par, premium or !iscount. The #alue o& assets shoul! 'e un!erstoo! as e;ui#alent o& cash recei#e! in normal transactions, 'ase! on 1hich the reset o& the accounts shoul! 'e !e'ite! or cre!ite!.
Illustration !.'4 >n 1 st January 3663' A(C 5td. purchased a building for 0s.99'666 from )eepa constructions' for $hich they issued e&uity shares at the par to the !endor. -ass necessary "ournal entries.
(ournal )ntries COMPANY ACCOUNTS P a g e | 16 #articulars *r. Cr 1. Buil!in4 Account Dr To Deepa onstructions.
(Buil!in4s purchase!) 22,000
22,000
3.
Deepa onstructions Dr. To Share apital (Shares issue! in consi!eration o& Buil!in4 purchase)
22,000
22,000
Illustration !.1' >n 1 st January 3663' A(C 5td. purchased a building for 0s.99'666 from )eepa constructions' for $hich they issued e&uity shares at a premium of 164 to the !endor. -ass necessary "ournal entries.
(ournal )ntries #articulars *r. Cr 1.
Buil!in4 Account Dr To Deepa onstructions. (Buil!in4s purchase!) 22,000
22,000
3
Deepa onstructions Dr. To Share apital To Share apital (Shares issue! in consi!eration o& Buil!in4 purchase)
22,000
20,000 2,000
$ote% 6t is #ery important that you un!erstan! ho1 the a'o#e Rs.20,000 is 1orke! out. <hen you issue a Rs.10 share at a premium o& 100 you 1ill 4et Rs.11. (ere you 4ot Rs.22,000 (in the &orm o& 'uil!in4). 6& you 1ant to split this into capital an! premium, remem'er thatRe.1 out o& each Rs.11 4oes to premium an! Rs.10 to capital)
Illustration !.11 >n 1 st January 3663' A(C 5td. purchased a building for 0s.99'666 from )eepa constructions' for $hich they issued e&uity shares at a discount of 164 to the !endor. -ass necessary "ournal entries.
COMPANY ACCOUNTS P a g e | 17 (ournal )ntries #articulars *r. Cr 1. Buil!in4 Account Dr To Deepa onstructions.
(Buil!in4s purchase!) 22,000
22,000
3
Deepa onstructions Dr. Discount on 6ssue Dr. To Share apital (Shares issue! in consi!eration o& Buil!in4 purchase)
22,000 11,000
110,000
$ote% This is +ust the opposite o& 1hat you ha#e seen in the earlier illustration. The shares are issue! at a !iscount. The #alue o& 'uil!in4 Rs.22,000 represents the cash you recei#e 1hen shares are issue! at !iscount. Suppose you issue one share o& Rs.10 at a !iscount o& 100, you 1ill recei#e Rs.2 &rom that share. (ere you recei#e! Rs.22,000 (in the &orm o& 'uil!in4s). Rs.2 recei#e! means Re.1 !iscount allo1e!, an! Rs.10 capital cre!ite!. 6n other 1or!s Rs.22,000 recei#e! means Rs.11,000 allo1e! as !iscount. 5orfeiture of Shares 6 Accounting Treat&ent ;ormally a company is not allo$ed to cancel or take back its shares. (ut $hen a person fails to pay the allotment money or call money due on a share' the company is allo$ed to $ithdra$ those shares and reissue them to another party. 1orfeiture is $ithdra$al of shares due to non:payment of dues by the shareholder. Capital representing the forfeited shares remo!ed from share capital account /nsettled balances in temporary accounts such as Share Allotment' Share Call etc. <or calls in arrears account= reduced to zero. #he paid up portion the forfeited shares is transferred from the capital account to a separate account called EShare 1orfeiture Account@.
Accounting entries for forfeiture of shares !ary according to the conditions of issue. 1ollo$ing are the common conditions of forfeiture and their "ournal entries.
i. 5orfeiture of shares issued at par Share Capital Account )r. <called up !alue of shares forfeited= #o Share 1orfeiture Account <paid up portion of forfeited shares= #o Calls in arrears <the unpaid amount of the respecti!e calls=
Illustration !.12 A(C 5td. in!ited applications for 1666 shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2
0s.7 on application8 0s.7 on allotment8 0s.9 on 1 st call COMPANY ACCOUNTS P a g e | 18
#he issue ha!e been fully subscribed. #he amounts due $ere collected for allotment and 1 st call $ith the e%ception of .r. A' ha!ing 766 shares $ho failed to pay for the allotment and first call. #hese shares ha!e been forfeited. -ass necessary Journal +ntries. (ournal )ntries #articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.) per share)
3,000
3,000
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
3,000
3,000
7.
Share Allotment Account Dr. To Share apital Account (Amount on allotment amount cre!ite! to capital account)
3,000
3,000
9.
Bank Account Dr. alls in arrears Dr. To Share Allotment (Share allotment money collecte!, 1ith the e5ception o& 300 shares)
),100 200
3,000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. alls in arrears Dr To Share 1 st all (Share 1 st call amount recei#e!)
),/00 1,)00
",000 COMPANY ACCOUNTS P a g e | 19
H.
Share apital Account Dr. To Share =or&eiture Account To alls in Arrears Account (Shares &or&eite! &or non payment)
3000
200 ),100
$ote% 6n the a'o#e +ournal entry >- 1e ha#e taken out the entire capital o& Rs.3000 representin4 A7s 300 shares? the pai! up portion o& this capital ie. the application money is trans&erre! to =or&eiture Account an! the rest to the alls in arrears Account. ii. 5orfeiture of shares issued at pre&iu& a. 1here premium 1as collecte! Share Capital Account )r. <the capital !alue= Securities -remium Account )r. <the premium on forfeited shares= #o Share 1orfeiture Account <the amount collected on shares= #o Garious Calls Account <the unpaid amount on shares=
Illustration !.13 A(C 5td. in!ited applications for 1666 shares of 0s.16 each at a premium of 0s.3 per share on 1 st January' 3663. #he payments to be made as follo$s2
0s.7 on application8 0s.5 on allotment <including premium=8 0s.9 on 1 st call
#he issue ha!e been fully subscribed. #he amounts due $ere collected $ith the e%ception of .r. A' $ho is allotted 766 shares and failed to pay for the allotment and first call. #hese shares ha!e been forfeited. -ass necessary Journal +ntries.
(ournal )ntries #articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.) per share)
3,000
3,000
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
3,000
3,000 COMPANY ACCOUNTS P a g e | 20
7.
Share Allotment Account Dr. To Share apital Account To Securities premium Account (Amount on allotment amount an! Share premium cre!ite! to respecti#e accounts)
,,000
3,000 ),000
9.
Bank Account Dr. alls in Arrears Account Dr To Share Allotment (Share allotment money collecte!, 1ith the e5ception o& 300 shares)
3,,00 1,,00
,,000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. alls in Arrears Dr. To Share 1 st all (Share 1 st call amount recei#e!)
),/00 1,)00
",000
I H.
Share apital Account Dr. Securities .remium Account Dr To Share =or&eiture Account To alls in Arrears Account (Shares 1ith !e&ault ha#e 'een &or&eite!)
3,000 *00
200 ),-00
$ote% The a'o#e e5ample illustrates an important aspect. Stu!y this thorou4hly. @ook at 9ournal entry > -. Aou can see the premium is also !e'ite! alon4 1ith the capital. Aou ha#e seen in an earlier section that i& premium is not collecte! on the shares to 'e &or&eite! the premium also shoul! 'e !e'ite!. Ri4ht. But 1hy shoul! you !e'it the premiumB To un!erstan! this you must &irst stu!y the entry > 3 C ". 6n entry > 3 you &in! the share allotment account is !e'ite! 1ith Rs.,000, 1hich inclu!es premium an! capital. 6n entry >",there is calls in arrears o& Rs.1,,00. This is not just capital alone. It is unsettled share capital + unsettled premium. 6n other 1or!s you cannot 1ipe out the calls in arrears 'y simply re#ersin4 the capital alone. $o1 re&er the ne5t illustration in 1hich there is a !e&ault, a&ter collectin4 the premium 1here premium is not re#erse!. A4ain 6 remin! you not to mu4 up the rules, instea! learn these simple concepts thorou4hly.
'. 1here premium not collecte! Share Capital Account )r. <only the capital !alue= COMPANY ACCOUNTS P a g e | 21 #o Share 1orfeiture Account <capital collected on shares= #o Garious Calls Account <capital unpaid amount on shares=
Illustration !.1! A(C 5td. in!ited applications for 1666 shares of 0s.16 each at a premium of 0s.3 per share on 1 st January' 3663. #he payments to be made as follo$s2
0s.7 on application8 0s.5 on allotment <including premium=8 0s.9 on 1 st call
#he issue $as fully subscribed. #he amounts due $ere collected $ith the e%ception of .r. A' $ho is allotted 766 shares and failed to pay for the first call. #hese shares ha!e been forfeited. -ass necessary Journal +ntries.
(ournal )ntries #articulars *r. Cr 1. Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.) per share) 3,000 3,000
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
3,000
3,000
7.
Share Allotment Account Dr. To Share apital Account To Securities premium Account (Amount on allotment amount an! Share premium cre!ite! to respecti#e accounts)
,,000
3,000 ),000
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!, 1ith the e5ception o& 300 shares)
,,000
,,000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000 COMPANY ACCOUNTS P a g e | 22
.
Bank Account Dr. alls in Arrears Dr. To Share 1 st all (Share 1 st call amount recei#e!)
),/00 1,)00
",000
H.
Share apital Account Dr. To Share =or&eiture Account To alls in Arrears Account (Shares 1ith !e&ault ha#e 'een &or&eite!)
3,000
1,/00 1,)00
$otice here that the calls in arrears account contains only unpai! capital. $o unpai! premium.. There&ore there is no nee! o& !e'itin4 the .remium Account. Aou can close the unsettle! account 'y +ust re#ersin4 the apital Account alone. iii. 5orfeiture of shares issued at discount ,hen shares issued at discount are forfeited' the discount account must be re!ersed irrespecti!e of the point at $hich default occurs. #his is because the capital account itself includes discount in it.
Share Capital Account )r. <the !alue of shares= #o )iscount <amount of discount allo$ed on shares= #o Garious Calls <amount unpaid on calls=
Illustration !.1" A(C 5td. in!ited applications for 1666 shares of 0s.16 each at a discount of 0e.1 per share on 1 st January' 3663. #he payments to be made as follo$s2
0s.7 on application8 0s.3 on allotment8 0s.9 on 1 st call
#he issue ha!e been fully subscribed. #he amounts due $ere collected $ith the e%ception of .r. A' $ho is allotted 766 shares and failed to pay the allotment and first call. #hese shares ha!e been forfeited. -ass necessary Journal +ntries.
(ournal )ntries #articulars *r. Cr 1. Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.3 per share) 3,000 3,000 COMPANY ACCOUNTS P a g e | 23
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
3,000
3,000
I 7.
Share Allotment Account Dr Discount Account Dr To Share apital Account (Amount on allotment an! !iscount account a!+uste! in the 'ooks)
),000 1,000
3,000
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!, 1ith the e5ception o& 300 shares)
1,"00
1,"00
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. To Share 1 st all (Share 1 st call amount recei#e!)
),/00
),/00
H.
Share apital Account Dr. To Share =or&eiture Account To Share Allotment Account To Share 1 st all Account To Discount Account (Shares 1ith !e&ault ha#e 'een &or&eite!)
3,000
200 *00 1,)00 300
Allot&ent on #ro,rata asis -ro rate allotment means proportionate allotment. ,hen there is o!er subscription of applications' the company has the option to either re"ect the e%cess applications or to issue lesser number of shares on the applications ad"usting the e%cess application money in to the amounts due at subse&uent stages. #he second option is kno$n as pro:rata allotment. COMPANY ACCOUNTS P a g e | 24
Illustration !.1$ A limited Company in!ited applications for 1666 shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2 0s.7 on application8 0s.7 on allotment8 0s.9 on 1 st call
Applications ha!e been recei!ed for 1566 shares. Allotments $ere made as follo$s2 566 applications F 566 shares 1666 applications F 566 shares
#he full amounts due $ere collected $ith the e%ception of .r. A belonging to category <a=' $ho is allotted 766 shares and failed to pay the allotment and first call. *is shares ha!e been forfeited.
-ass necessary Journal +ntries.
(ournal )ntries #articulars *r. Cr 1. Bank Account Dr To Share Application Account (cash recei#e! on 1,00 applications @Rs.3 per share) ",,00 ",,00
3.
Share Application Account Dr To Share apital To Share Allotment (Application money cre!ite! to capital account an! the e5cess amount carrie! &or1ar!)
",,00
3,000 1,,00
7.
Share Allotment Account Dr To Share apital Account (Share capital cre!ite! on allotment)
3,000
3,000
9.
Bank Account Dr. alls in Arrears Dr. To Share Allotment (Share allotment money collecte!, 1ith the e5ception o& 300 shares o& cate4ory a.)
D see note 'elo1
*00 200
1,,00
COMPANY ACCOUNTS P a g e | 25
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. alls in Arrears Dr. To Share 1 st all (Share 1 st call amount recei#e!)
),/00 1,)00
",000 H.
Share apital Account Dr. To Share =or&eiture Account To alls in Arrears Account (Shares 1ith !e&ault ha#e 'een &or&eite!)
3,000
200 ),100
$ote on 93: > "
ate4ory (') nee! not pay any amount at this point 'ecause their e5cess application money 1hich is carrie! &or1ar! to allotment is su&&icient. ate4ory A, hol!in4 ,00 shares shoul! pay Rs.1,00 (,00 5 3) A &aile! to pay his amount Rs.200 (300 53) 1hich means amount is collecte! only &rom )00 shares ie Rs.*00 ()00 53)
Illustration !.12 A limited Company in!ited applications for 1666 shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2
0s.7 on application8 0s.7 on allotment8 0s.9 on 1 st call
Applications ha!e been recei!ed for 1566 shares. Allotments $ere made as follo$s2
566 applications F 566 shares 1666 applications F 566 shares
#he full amounts due $ere collected $ith the e%ception of Mr. A belonging to category b!' $ho is allotted 766 shares and failed to pay the first call. *is shares ha!e been forfeited.
-ass necessary Journal +ntries.
(ournal )ntries #articulars *r. Cr 1. Bank Account Dr To Share Application Account (cash recei#e! on 1,00 applications @Rs.3 per share) ",,00
",,00
COMPANY ACCOUNTS P a g e | 26
3.
Share Application Account Dr To Share apital To Share Allotment (Application money cre!ite! to capital account)
",,00
3,000 1,,00
7.
Share Allotment Account Dr To Share apital Account (Share capital cre!ite! on allotment)
3,000
3,000
9.
Bank Account Dr. To Share Allotment (Share allotment money collecte!, 1ith the e5ception o& 300 shares o& cate4ory a)
D ate4ory (') nee! not pay at this point 'ecause their e5cess application money is su&&icient.
1,,00
1,,00
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. alls in Arresrs To Share 1 st all (Share 1 st call amount recei#e!)
),/00 1,)00
",000
H.
Share apital Account Dr. To Share =or&eiture Account To alls in Arrears Account (Shares 1ith !e&ault ha#e 'een &or&eite!)
3,000
1,/00 1,)00 Re,issue of 5orfeited Shares A company is allo$ed to reissue its forfeited shares. 0eissue reinstates the capital that $as $ritten do$n on forfeiture. #he amounts already collected on such shares and kept aside in the share forfeiture account' can be utilized for gi!ing discount on reissue. #he balance in share forfeiture account' specifically pertaining to the shares reissued $ill be transferred to Capital 0eser!e Account. If some of the forfeited shares are not reissued' the corresponding portion of share forfeiture account should not be transferred to Capital 0eser!e.
Illustration !.13 A(C 5td. in!ited applications for 1666 shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2
COMPANY ACCOUNTS P a g e | 27 0s.7 on application8 0s.7 on allotment8 0s.9 on 1 st call
#he issue ha!e been fully subscribed. #he amounts $ere collected for allotment and 1 st call $ith the e%ception of .r. A' $ho is allotted 766 shares and failed to for the allotment and first call. #hese shares ha!e been forfeited' and reissued J 0s.A per share. -ass necessary Journal +ntries. (ournal )ntries #articulars *r. Cr
1.
Bank Account Dr To Share Application Account (Application money on 1000 shares @Rs.) per share)
3,000
3,000
3.
Share Application Account Dr To Share apital (Application money cre!ite! to capital account)
3,000
3,000
7.
Share Allotment Account Dr. To Share apital Account (Amount on allotment amount cre!ite! to capital account)
3,000
3,000
9.
Bank Account Dr. alls in Arrears Account Dr. To Share Allotment (Share allotment money collecte!, 1ith the e5ception o& 300 shares)
),100 200
3,000
5.
Share 1 st all Account Dr. To Share apital (Share 1 st call amount @Rs., per share cre!ite! to capital)
",000
",000
.
Bank Account Dr. alls in Arrears Account Dr To Share 1 st all (Share 1 st call amount recei#e!)
),/00 1,)00
",000
COMPANY ACCOUNTS P a g e | 28
H.
Share apital Account Dr. To Share =or&eiture Account To alls in Arrears (Shares &or&eite! &or non payment)
3000
200 ),100
A.
Bank Account Dr. Share &or&eiture Account Dr. To Share apital (Reissue o& &or&eite! shares)
),"00 *00
3000
9.
Share =or&eiture Account Dr. To apital Reser#e (Balance in the share &or&eiture account trans&erre! to apital Reser#e.)
300
300
Illustration !.14 A(C 5td. in!ited applications for 1666 shares of 0s.16 each on 1 st January' 3663. #he payments to be made as follo$s2
0s.7 on application8 0s.7 on allotment8 0s.9 on 1 st call
#he issue $as fully subscribed. #he full amounts due $ere collected for allotment and 1 st call $ith the e%ception of .r. A' $ho is allotted 766 shares and failed to pay the amounts due on allotment and first call. #hese shares ha!e been forfeited. 366 of these shares ha!e been reissued J 0s.A per share. -ass the entries from forfeiture and reissue of ACs shares.
(ournal )ntries #articulars *r. Cr
1.
Share apital Account Dr. To Share Allotment Account To Share 1 st all Account To Share =or&eiture Account (Shares &or&eite! &or non payment)
3,000
200 1,)00 200
3.
Bank Account Dr. Share &or&eiture Account Dr. To Share apital (.art o& the &or&eite! shares ha#e 'een reissue!)
1,*00 "00
),000
COMPANY ACCOUNTS P a g e | 29
7.
Share =or&eiture Account Dr. To apital Reser#e (The unuse! portion o& the share &or&eiture account representin4 the reissue! shares trans&erre! to capital reser#e)
)00
)00
Illustration !.2' A(C 5td. in!ited applications for 1666 shares of 0s.16 each at a premium of 0s.3 per share on 1 st January' 3663. #he payments to be made as follo$s2
0s.7 on application 0s.5 on allotment <including premium= 0s.9 on 1 st call #he issue $as fully subscribed. #he full amounts due $ere collected $ith the e%ception of .r. A' $ho is allotted 766 shares and failed to pay for the allotment and first call. #hese shares ha!e been forfeited and reissued on three different dates as follo$s.
i= 166 of shares $ere reissued to .r.C J 0s.A per share. ii= 166 shares $ere reissued to .r. ) at par. iii= 166 shares $ere reissued to .r. + J 0s.11 per share. -ass the Journal +ntries for forfeiture' reissue and the disposal of the share forfeiture account.
(ournal )ntries #articulars *r. Cr
1.
Share apital Account Dr. Securities .remium Account Dr To Share Allotment Account To Share 1 st all Account To Share =or&eiture Account (Shares 1ith !e&ault ha#e 'een &or&eite!)
3,000 *00
1,,00 1,)00 200
3.
Bank Account Dr. Share =or&eiture Account Dr. To Share apital
(.art reissue o& &or&eite! shares)
/00 )00
1,000
7.
Share =or&eiture Account Dr. To Share apital (The surplus in &or&eiture account representin4 reissue! shares ha#e 'een trans&erre! to capital reser#e)
100
100
COMPANY ACCOUNTS P a g e | 30
9.
Bank Account Dr. To Share apital (.art reissue o& &or&eite! shares at par)
1,000
1,000
5.
Share =or&eiture Account Dr. To apital Reser#e (Enuse! share &or&eiture amount on reissue! shares trans&erre! to capital reser#e)
300
300
.
Bank Account Dr. To Share apital To Securities .remium Account (=or&eite! shares reissue! at premium)
1,100
1,000 100
H.
Share =or&eiture Account Dr. To apital Reser#e (Enuse! &or&eiture amount on reissue! shares trans&erre! to capital reser#e)
300
300
Illustration !.21 A limited company forfeited 766 shares of 0s.16 each' .r. K $ho had applied for 566 shares on account of non payment of allotment money 0s.7 L 3 <premium= and first call 0s.3. >nly 0s.7 per share $as recei!ed $ith application. >ut of these 366 shares $ere reissued to .r. M as fully paid shares for 0s.A per share e%cluding premium.
A company forfeited 156 shares of 0s.16 each fully called up issued at 164 discount on $hich 0s.7 per share $as recei!ed $ith application. Amount re&uired to be paid $as 0s'3 on allotment' 0s.3 on first call and 0s.3 on final call. >ut of these 166 shares $ere reissued to .r.. as fully paid shares at 0s.A per share. NC(S+ 95O Bi!e Journal +ntries relating to forfeiture and reissue.
(ournal )ntries a. #articulars *r. Cr 1.
Share apital Account Dr. Securities .remium Account Dr. To Share Allotment Account ),"00 *00
200 *00 1,,00 COMPANY ACCOUNTS P a g e | 31
3.
7.
To Share 1st all Account To Share =or&eiture Account (Shares &or&eite! &or non payment)
Dassumin4 that the shares are allotte! on proFrata 'asis on ,00 applications Bank Account Dr. Share =or&eiture Account Dr. To Share apital (Reissue o& &or&eite! shares)
Share =or&eiture Account Dr. To apital Reser#e (:5cess o& &or&eiture amount, 'elon4in4 to &or&eite! shares trans&erre! to capital reser#e)
1,*00 "00
*00
),000
*00
. #articulars *r. Cr 1.
3.
7.
Share apital Account Dr. To Share =or&eiture Account To Share Allotment Account To Share 1 st all Account To Share ) n! all Account To Discount on 6ssue Account (Shares &or&eite! &or non payment)
Bank Account Dr. Discount on 6ssue Dr. Share =or&eiture Account Dr. To Share apital (Reissue o& &or&eite! shares)
Share =or&eiture Account Dr. To apital Reser#e (:5cess o& &or&eiture amount, 'elon4in4 to &or&eite! shares trans&erre! to capital 1,,00
/00 100 100
)00
",0 300 300 300 1,0
1,000
)00 COMPANY ACCOUNTS P a g e | 32 reser#e) Illustration !.22 Journalise the follo$ing transactions in the books of -oonam 5td.2 166 shares of 0s.166 each' issued at a discount of 164 $ere forfeited for the non payment of allotment money of 0s.56 per share. #he first and final call on these shares at 0s.36 per share $as not made. #he forfeited shares $ere reissued for 0s.H'666 as fully paid up. 56 shares of 0s.16 each issued at a premium of 0s.5 each payable $ith allotment $ere forfeited for non payment of allotment money of 0s. 9 per share including premium. #he first and final call on these shares at 0s.7 $as not made. #he forfeited shares $ere reissued at 0s.13 per share as fully paid up. 1666 shares of 0s.16 each issued at par $ere forfeited for the non payment of the final call of 0s.3 per share. #hese shares $ere reissued J0s.A per share as fully paid up. N)elhi 3663O
(ournal )ntries #articulars *r. Cr 1.
Share apital Account Dr. To Share =or&eiture Account To Share Allotment Account To Discount on 6ssue Account (Shares issue! on !iscount &or&eite!)
/,000
),000 ,,000 1,000
3.
Bank Account Dr. Discount on 6ssue Account Dr Share =or&eiture Account Dr. To Share apital (=or&eite! shares reissue! as &ully pai!)
-,000 1,000 ),000
10,000
(ournal )ntries #articulars *r. Cr 1.
Share apital Account Dr Share .remium Account Dr To Share =or&eiture Account To Share Allotment Account (Shares &or&eite! &or not payment)
3,0 ),0
1,0 ",0
COMPANY ACCOUNTS P a g e | 33
3.
Bank Account Dr. To Share apital To Securities .remium (=or&eite! shares reissue! at premium)
*00
,00 100
7.
Share =or&eiture Account Dr. To apital Reser#e (Share &or&eiture trans&erre!)
1,0
1,0
(ournal )ntries #articulars *r. Cr
1.
Share apital Account Dr. To Share =or&eiture Account To Share =inal all Account (Shares &or&eite! &or non payment)
10,000
/,000 ),000
3.
Bank Account Dr. Share =or&eiture Account Dr. To Share apital ( =or&eite! shares reissue!)
/,000 ),000
10,000
7.
Share =or&eiture Account Dr. To apital Reser#e
(Share &or&eiture 'alance trans&erre!)
*,000
*,000
Illustration !.23 Journalise the follo$ing transactions in the books of ;a!een 5td.2 i. 566 shares of 0s.166 each' issued at a discount of 164 $ere forfeited for non payment of allotment money of 0s.56 per share. #he first and final call of 0s.16 per share on these shares $as not made. #he forfeited shares $ere reissued at 0s.A6 per share as fully paid up. ii. 366 shares of 0s.16 each issued at a premium of 0s.5 per share payable $ith allotment $ere forfeited for the non payment of allotment money of 0s.9 per share including premium. #he first and final call of 0s.7 per share $as not made. #he forfeited shares $ere reissued at 0s.19 per share as fully paid up. iii. A66 shares of 0s.16 each issued at par $ere forfeited for the non payment of the final call of 0s.3 per share. #hese shares $ere reissued at 0s.A per share as fully paid up.
COMPANY ACCOUNTS P a g e | 34 i0 (ournal )ntries #articulars *r. Cr 1.
Share apital Account Dr. To Share Allotment Account To Discount on 6ssue Account To Share =or&eiture Account (Shares &or&eite! &or !e&ault) ",,000
),,000 ,,000 1,,000
3.
Bank Account Dr. Share =or&eiture Account Dr. Discount on 6ssue Account Dr. To Share apital (=or&eite! shares reissue!)
"0,000 ,,000 ,,000
,0,000
7.
Share =or&eiture Account Dr. To apital Reser#e (:5cess amount in share &or&eiture account trans&erre!)
10,000
10,000
ii0 (ournal )ntries #articulars *r. Cr 1. Share apital Account Dr. Share .remium Account Dr. To Share =or&eiture Account To Share Allotment Account (Shares &or&eite! &or !e&ault) 1,"00 1,000
*00 1,/00
3.
Bank Account Dr. To Share apital To Share .remium Account (=or&eite! shares reissue! at premium)
),/00
),000 /00
7.
Share =or&eiture Account Dr. To apital Reser#e (Share &or&eiture account trans&erre! to capital reser#e)
*00
*00
COMPANY ACCOUNTS P a g e | 35
iii0 (ournal )ntries #articulars *r. Cr
1.
Share apital Account Dr. To Share =or&eiture Account To Share =inal all Account (Shares &or&eite! &or non payment)
/,000
*,"00 1,*00
3.
Bank Account Dr. Share =or&eiture Account Dr. To Share apital (=or&eite! shares reissue!)
*,"00 1,*00
/,000
7.
Share =or&eiture Account Dr. To apital Reser#e (Surplus in share &or&eiture trans&erre! to capital reser#e)
",/00
",/00
Illustration !.2! >n 1 st January 3663 A(C 5td. in!ited applications for 1666 shares of 0s.16 each' at a discount of 0e.1 per share. #he payments to be made as follo$s2
0s.7 on application8 0s.3 on allotment8 0s.9 on 1 st and final call
Applications ha!e bee recei!ed for 966 shares. #he amounts due for allotment and 1 st call ha!e been collected $ith the e%ception of 56 shares for allotment and first call. #hese shares ha!e bee forfeited and reissued at 0s. 16 per share. (ournal )ntries #articulars *r. Cr
1.
Bank Account Dr. To Share Application Account
(Application recei#e! &or 200 shares)
),-00
),-00
3.
Share Application Account Dr To Share apital (Application money trans&erre! to share capital)
),-00
),-00 COMPANY ACCOUNTS P a g e | 36
7.
Share Allotment Account Dr. Discount on 6ssue Dr. To Share apital (Allotment an! !iscount amount cre!ite! to capital)
1,/00 200
),-00
9.
Bank Account Dr. To Share Allotment (Allotment money collection 1ith the e5ception o& !e&aulte! shares)
1,-00
1,-00
5.
Share 1 st all Account Dr. To Share apital (1 st call amount cre!ite!)
3,*00
3,*00
.
Bank Account Dr. To Share 1 st all (Share 1 st call amount collecte!)
3,"00
3,"00
H.
Share apital Account Dr. To Share =or&eiture To Share Allotment Account To Share 1 st call To Discount on 6ssue Account (Shares &or&eite! &or !e&ault)
,00
1,0 100 )00 ,0
A.
Bank Account Dr. To share apital (Shares reissue! at par)
,00
,00
9.
Share =or&eiture Account Dr To apital Reser#e (Enuse! &or&eiture amount trans&erre! to capital reser#e)
1,0
1,0
$ote% (ere shares are reissue! at par. There&ore reinstatin4 the !iscount account !oes not make sense.
Illustration !.2" >n 1 st January 3663 A(C 5td. in!ited applications for 1666 shares of 0s. 16 each. #he payments to be made as follo$s2 0s.7 on application8 0s.7 on allotment8 0s'9 on 1 st and final call
Applications ha!e been recei!ed for 3766 shares. Allotments ha!e been made as follo$s2 a. 566 applications F full allotment b. 1666 applications F 564 allotment c. A66 applications F re"ected COMPANY ACCOUNTS P a g e | 37 Amounts due on the shares ha!e been recei!ed $ith the e%ception of 166 shares belonging to category <a=' for allotment and an additional 166 shares belonging to category <b= for the 1 st call. All the shares ha!e been forfeited and reissued for 0s.1A66.
-ass necessary "ournal entries.
(ournal )ntries #articulars *r. Cr 1. Bank Account Dr. To Share Application Account
(Application &ro )300 shares recei#e!)
*,200 *,200
3. Share Application Account Dr To Share apital To Share Allotment Account To Bank
(Share application money trans&erre! to respecti#e accounts re&un! ma!e on re+ecte! applications.) *,200 3,000 1,,00 ),"00
7. Share Allotment Account Dr. To Share apital (Allotment money cre!ite! to capital)
3,000
3,000 9. Bank Account Dr. To Share Allotment (Allotment money collecte! 1ith !e&ault on 100 shares)
1,)00
1,)00
5. Share 1 st all Account Dr. To Share apital (=irst call amount cre!ite! to share capital)
",000
",000 . Bank Account Dr. To Share =irst all (=irst call amount recei#e! 1ith !e&ault on )00 shares)
3,)00
3,)00
H. Share apital Account Dr. To Share Allotment Account To Share 1 st all Account To Share &or&eiture Account (Shares 1ith !e&ault &or&eite!)
),000
300 /00 200
COMPANY ACCOUNTS P a g e | 38 A. Bank Account Dr. Share =or&eiture Account Dr To Share apital Account (=or&eite! shares reissue!)
1,/00 )00
),000
9. Share =or&eiture Account Dr. To apital Reser#e (Surplus in the share &or&eiture account trans&erre!) -00
-00
Illustration !.2$ >n 1 st January 3663 A(C 5td. in!ited applications for 1666 shares of 0s. 16 each at a premium of 0s.3 per share. #he payments to be made as follo$s2 0s.7 on application 0s.5 on allotment <including premium= 0s.9 on 1 st and final call
Applications ha!e been recei!ed for 1A66 shares. Allotments ha!e been mad as follo$s2
766 applications F re"ected 566 applications F full allotment 1666 applications F 564 allotment +%cess application money $as retained for future calls. #he mounts due for allotment and 1 st call ha!e been collected $ith the e%ception of 166 shares on $hich full allotment $as made and 166 shares on $hich part allotment $as made.
166 shares <56 from each category= ha!e been reissued J 0s.A per share as fully paid.
-ass necessary "ournal entries to record the abo!e transactions.
(ournal )ntries #articulars *r. Cr 1. Bank Account Dr. To Share Application Account
(Application &ro )300 shares recei#e!
,,"00
,,"00
3. Share Application Account Dr To Share apital To Share Allotment Account To Bank (Share application money trans&erre! to respecti#e accounts re&un! ma!e on re+ecte! applications.)
,,"00
3,000 1,,00 200
COMPANY ACCOUNTS P a g e | 39 7. Share Allotment Account Dr. To Share apital To Share .remium (Allotment money an! premium cre!ite!)
,,000
3,000 ),000
9. Bank Account Dr. To Share Allotment (Allotment money collecte! 1ith !e&ault on )00 shares) ),/00
),/00
5. Share 1 st all Account Dr. To Share apital (=irst call amount cre!ite! to share capital)
",000
",000
. Bank Account Dr. To Share =irst all
(=irst call amount recei#e! 1ith !e&ault on )00 shares)
3,)00
3,)00
H. Share apital Account Dr. Share .remium Account Dr. To Share Allotment Account To Share 1 st all Account To Share &or&eiture Account (Shares 1ith !e&ault &or&eite!)
),000 "00
-00 /00 200
A. Bank Account Dr. Share =or&eiture Account Dr To Share apital Account (=or&eite! shares reissue!)
/00 )00
1,000
9. Share =or&eiture Account Dr. To apital Reser#e (Surplus in the share &or&eiture account trans&erre!)
),0
),0
*isclosure of Share Capital In Co&pany7s 1alance Sheet Share capital is the first item sho$n on the liabilities side of a companyCs balance sheet. Schedule GI' -art I of the Indian Companies Act is the detailed format of horizontal balance sheet. #his is discussed in the first chapter of Section II 6 Analysis of 5inancial State&ents.
5or infor&ation only
1uy 1ac. of Shares A company permitted to buy back its o$n shares for cancellation as per section HHA. (uy back can be from2 a. from e%isting e&uity shareholders on a proportionate basis b. open market COMPANY ACCOUNTS P a g e | 40 c. odd lot shareholders d. employees of the company under +S>- scheme of s$eat e&uity
#he follo$ing procedures are to be obser!ed in buy back of shares2 (uy:back should be authorized by the Articles of Association of the company A special resolution should be passed in the general meeting of shareholders to initiate the buy:back #he buy back should not e%ceed 354 of the paid capital and free reser!es in a financial year #he debt e&uity ratio should not be more that 321 after such buy:back >nly fully paid up shares can be bought back (uy back should be completed $ith 13 months from the date of passing the special resolution #he company must file a sol!ency declaration $ith the 0egistrar and the S+(I in the form of affida!it signed by t$o directors that the company is capable of meeting its liabilities and $ill not render insol!ent $ithin one year from the date of declaration adopted by the (oard. Sec.HH A <=
)8tinguish&ent of Certificates Sec.22 A /20 A company that buys back its o$n shares should physically destroy the share certificates $ithin se!en of completion of buy:back in the presence of merchant bankers or 0egistrar or Statutory Auditor.
No 5urther Issue Sec.22 A /30 A company is not allo$ed to make fresh issue of shares $ithin 39 months from the date of buy:back of its o$n shares e%cept for the follo$ing cases2 -rior commitment of con!ersion of )ebentures or -reference shares into e&uity shares Issue of (onus Shares Issue under +S>- or s$eat e&uity shares
S)1I 9uidelines In addition to the abo!e:mentioned conditions S+(I had issued certain guidelines regarding buy:back of shares. 1ollo$ing are the important points2 (uy:back cannot be through negotiated deals or pri!ate arrangement. #he company must make public announcement regarding buy:back at least in one ;ational +nglish )aily' one *indi )aily and one 0egional 5anguage daily all $ith $ide circulation $here registered office of the company is situated -ublic announcement should specify the follo$ing among other things2 Specific date of buy back date bet$een 76 to 93 days Company must file information to S+(I $ithin se!en $orking days from the date of public announcement #he offer for buy:back shall remain open to the members for a period of 15 to 76 days. #he company shall complete the !erification of offers $ith 15 days from the date of closure and the shares lodged shall be considered accepted for cancellation unless the re"ection is made $ithin days from the date of closure.
#roportionate uy,ac. In case the number of shares presented by shareholders is more than the number of securities to be bought back' the buy:back from each member should be proportionately reduced. Suppose shareholders present 366 shares $here the company intends to buy only 166' only 564 of the shares submitted from each member shall be accepted.
)scro: Account #he $ord escro$ means a contract or bond deposited $ith a third person' $ho is to deli!er it to the party in!ol!ed in a contract on fulfilment of certain conditions. In order to ensure that the company fulfils the obligation under buy back it is re&uired to open an escro$ account $ith a merchant banker $ith an amount e&ui!alent 354 of the total obligation under buy:back scheme' $here the total is not more than 0s.166 crores2 and 164 of the obligations e%ceeding 0s.166 crores. #his account can consist of <a= cash deposit $ith commercial bank <b= bank guarantee <c= deposit of acceptable securities $ith ade&uate margin against prince !ariance. #his amount is kept as a guarantee' and after payment of all the amounts due on buy:back scheme' it $ill be released to the company. In case of non:fulfilment of obligation under buy:back' S+(I can forfeit the escro$ account.
#referential Allot&ent -referential allotment is the bulk allotment to an indi!idual' !enture capitalist or a company. -referential allotment is made to a pre:identified buyer at a predetermined price. S+(I prescribed that the price shall be the a!erage of highs and lo$s of the last 3 $eeks preceding the date on $hich the directors ha!e resol!ed to make such preferential allotment. -referential allotment is made to indi!iduals or institutions $ish to make a strategic in!estment in the company. #hey may or may not be e%isting shareholders. -referential allotment can take place only if three:fourth of the COMPANY ACCOUNTS P a g e | 41 e%isting shareholders appro!es such an allotment. Shares issued on preferential allotment are not to be sold in the open market for a period of three years. #his period is kno$n as lock in period.
S:eat );uity S$eat e&uity are shares issued to employees or directors of a company at reduced rate. #hey are issued for consideration other than cash for such as technical kno$ ho$ or intellectual property. 1ollo$ing are the conditions to be fulfilled for the issue of s$eat e&uity2 #he company must ha!e been in business for not less than 1 year. S$eat e&uity shares should belong to a class of shares already issued. Issue of s$eat should be authorized by special resolution passed by shareholders. S+(I regulations should be follo$ed $here the shares are listed in a stock e%change.
Rights Issue ,hen a company makes fresh issue of shares' the e%isting shareholders ha!e the right to subscribe them in the proportion in $hich they are holding shares. #his condition is a safeguard that enables e%isting shareholders to retain their control o!er the company. #hey ha!e the option to accept the offer' re"ect the offer or to sell their rights. Chapter:2 Company Accounts - Debentures Meaning of debentures )ebentures are debt instruments issued by a "oint stock company. Amounts collected by $ay of debentures form part of the loan capital of a company. #hey are repayable after a fi%ed period. )ebentures are issued in units of small !alue for con!enient buying and selling. )ebenture holders get interest on their debentures. #hey are creditors of the company. #hey do not get di!idend. >nly shareholders get di!idend.
According to S.3 <13= of the companies Act' 195' debentures include ?debenture stock' bonds and any other securities of a company@. #he basic difference bet$een debentures and bonds is that the debentures are usually secured. /nlike debentures bonds can be floated $ith a fi%ed interest or floating interest rate. #hey can also be issued $ithout interest as discount bonds. )iscount bonds are issued at a discount on the face !alue. #he in!estor gets full amount on redemption of debenture. 1rom the point of !ie$ of in!estor' bonds are instruments carrying higher risks and higher rates of returns compared to debentures.
The characteristics of deentures can e su&&arised as follo:s<
)ebentures are debt instruments. #hey generally carry fi%ed rate of interest. COMPANY ACCOUNTS P a g e | 42 #hey are normally repayable at the end of a fi%ed period. 0epayment of debenture or cancellation of debenture liability in the books of the company is kno$n as rede&ption of deentures. #hey can be issued at par' premium or at discount depending on the reputation of the company. #hey can either be placed pri!ately or offered for public subscription. #hey may or may not be listed in the stock e%change. If offered for public subscription' they should be rated by a credit rating agency appro!ed by S+(I' prior to listing. Interest is payable on debentures at a fi%ed rate irrespecti!e of the profit earned by the business. )ebentures may be issued $ith or $ithout the security of assets of the company. In the e!ent of $inding up of the company the debenture holders are treated as creditors and gi!en priority in repayment of their money. )ebenture holders normally do not ha!e representation in the (oard of the company.
Distinction between Shares and Debentures Shares *eentures 1.
3.
7.
9.
5.
.
H.
A.
Shares represent the o$nership of the company
Share holders are paid di!idend only if the company makes profit
)i!idend is usually paid once a year
#here is no fi%ed rate of di!idend on shares.
)irectors are elected by shareholders and thus the shareholders participate in the management through representati!es
Shares are permanent <e%cept redeemable preference shares=
Shares are not issued on the security of any asset of the company
In the e!ent of $inding up of the company' share holders get their payment at the end' only after all other claims are settled. )ebentures represent the loan of the company )ebenture holders are paid interest at the fi%ed rate irrespecti!e of profit
Interest on debenture is usually paid in si% months
Interest on debenture is paid at a fi%ed rate )ebenture holders are allo$ed to ha!e their representati!es in the (oard only under special circumstances
)ebentures are repayable at the end of a fi%ed period and failure to repay the debentures on due date can cause dis&ualification of directors.
)ebentures can be issued on the security of any specific asset or $ith a general charge on all the assets of the company. Secured debentures get priority o!er all the normal creditors. /nsecured debentures are listed $ith other creditors and settled prior to any payment to shareholders.
COMPANY ACCOUNTS P a g e | 43
Types of Debentures )ebentures are classified as follo$s2
1. +n the 1asis of Repay&ent a. Redee&ale *eentures #hese debentures are paid off or redeemed after the prescribed period. . Irredee&ale or #erpetual *eentures #hese debentures are permanent debentures of a company. #hey are paid back only in the e!ent of $inding up of a company. 2. +n the 1asis of Transferaility a. Registered *eentures #hese are debentures for $hich the company maintains record of debenture holders. #herefore $hen such debentures are sold or transferred it should be intimated to the company for making change in the register of debenture holders. . 1earer *eentures #hese debentures are transferable by mere deli!ery. #here is no need or registration of transfer $ith the company.
3. +n the 1asis of Security a. Si&ple or Na.ed *eentures #hese are debentures not secured by any asset of the company. If the company goes into li&uidation these debentures are treated as unsecured creditors. . Mortgage *eentures .ortgage debentures are issued on the security of certain assets of the company. #hey can be secured by fi%ed assets or floating assets of the company. If the debentures are secured by a fi%ed charge on assets' the company cannot sell or e%change the assets $ithout paying off the debentures. *o$e!er in case of floating charge' the company can buy or sell the assets in!ol!ed until the $inding up procedures are initiated or the debenture holders e%ercise their right to EcrystalliseC the claim. COMPANY ACCOUNTS P a g e | 44
!. +n the asis of Con%ersion a. Con%ertile *eentures #hese debentures are issued $ith an option to debenture holders to con!ert them into shares after a fi%ed period. Con!ertible debentures are either partially con%ertile deentures or fully con%ertile deentures. In case of partially con!ertible debentures part of the instrument is redeemed and part of it is con!erted into shares. In case of fully con!ertible debentures the full !alue of the debenture is con!erted into e&uity. Con!ertible debentures are generally issued to pre!ent sudden outflo$ of the capital at the time of maturity of the instrument' $hich may cause li&uidity problems. #he con%ersion ratio' $hich is the number of e&uity shares e%changed per unit of the con!ertible debenture is clearly stated $hen the instrument is issued. . Non Con%ertile *eentures #hese are debentures issued $ithout con!ersion option. #he total amount of the debenture $ill be redeemed by the issuing company at the end of the specific period.
". +n the 1asis of #re,Mature Rede&ption Rights< a. *eenture :ith =Call> option A callable debenture is one in $hich the issuing company has the option of redeeming the security before the specified redemption date at a pre:determined price. . *eenture :ith =#ut> option #his is a debenture in $hich the holder has the option of getting it redeemed before maturity. $. +n the 1asis of Coupon Rate /interest rate0 a. 5i8ed Rate *eentures .ost of the time debentures are issued $ith a prefi%ed rate interest. #hese debentures are called fi%ed interest debentures . 5loating rate *eentures 1loating rate as the names suggests keeps changing. It is usually linked $ith -50 <prime lending rate=. It may add a risk premium to -50 on debenture. #hus -50 L 56 ?basis points@ and if the -50 is 11 percent' debenture interest rate $ill be 11.5 percent. c. ?ero Coupon 1onds #hese are debentures issued $ith no interest specified. #hey are issued at a substantial discount to compensate the in!estors. #hese bonds are kno$n as deep discount onds. #he difference bet$een the face !alue and the issue price is the total amount of interest for the duration of the bond. 1rom the account point of !ie$ this discount is recorded as ?)eferred Interest +%pense Account@ at the time of issue bonds and proportionate amounts are $ritten off each year o!er the life of the bond. Issue of Debentures 5ike shares debentures can also be issued at par' premium or discount. Collection of money also can be made in instalments. )ebentures can be issued for cash or consideration other than cash.
Journal +ntries for the issue of debentures are similar to that of shares. In comparison $ith issue of shares' all temporary accounts for issue of debentures bear the prefi% EdebentureC instead of share' such as debenture application' debenture allotment' debenture 1 st call etc. Share capital account on the credit side of the "ournal entry is replaced by )ebenture Account bearing a prefi% indicating the rate of interest.
(ournal )ntries for the issue of *eentures COMPANY ACCOUNTS P a g e | 45 Journal entries for the issue of debentures $ill !ary according to the conditions of issue and the conditions of redemption. )ebentures can be issued at par' premium or discount. Similarly the debentures can be redeemed at par' premium or discount. #hus there can be nine different combinations for the issue of debentures.
1. )ebentures issued at par' to be redeemed at par 3. )ebentures issued at par' to be redeemed at premium 7. )ebentures issued at par' to be redeemed at discount
9. )ebentures issued at premium' to be redeemed at par 5. )ebentures issued at premium' to be redeemed at premium . )ebentures issued at premium' to be redeemed at discount
H. )ebentures issued at discount' to be redeemed at par A. )ebentures issued at discount' to be redeemed at premium 9. )ebentures issued at discount' to be redeemed at discount
1urthermore' there are options for collecting the amount in lump sum or in instalments' like shares. +!en though the abo!e combinations look like a deadly minefield for making "ournal entries' you can safely $ork your $ay through if you remember the follo$ing simple facts2 #re&iu& on Issue of debentures is an item of profit for the company' "ust like securities premium you studied in the pre!ious chapter. #re&iu& on Rede&ption of debentures is a loss for the company (4ain &or the !e'enture hol!er, 'ut 1e are 1ritin4 the 'ooks o& the company). (e careful not to get confused bet$een these t$o premiums. *iscount on Issue is a loss for the company' "ust as the discount you kno$ in the pre!ious chapter. *iscount on Rede&ption is a gain for the company.
6ssue o& !e'entures un!er #arious con!itions are 4i#en 'elo1. Gery simple illustrations are 4i#en 1ith each case +ust to hi4hli4ht the amounts taken into account in each case.
a. Issue of *eentures at #ar a1. *eentures Issued at #ar :hich is Redee&ale at #ar /a&ount collected in instal&ents0 :5ample% A limite! company issue! a !e'enture o& Rs.100, to 'e pai! as &ollo1s% Rs.)0 on application, Rs.30 on allotment, an! Rs.,0 on 1 st call.
30 %. 5or Ma.ing the *eenture 1 st call )ebenture 1 st call account )r. #o )ebenture Account <1 st call made on debentures=
,0
,0
%i. 5or Collecting the *eenture 1 st call A&ount (ank Account )r. #o )ebenture 1 st call <)ebenture 1 st call amount recei!ed=
,0
,0 a2. *eentures Issued at #ar :hich is Redee&ale at #ar /a&ount collected in lu&p su& at the ti&e of issue0 :5ample% A limite! company issue! a !e'enture o& Rs.100, to 'e pai! in lump sum at the time o& application.
#articulars A&ount *r. A&ount Cr. Bank Account Dr. To De'enture Application Account (=ull amount recei#e! on issue o& !e'entures)
100 100 De'enture Application Account Dr. To De'enture Account (De'enture application money cre!ite! to De'enture account) 100 100
a3. *eentures issued at par redee&ale at pre&iu& This is the &irst time you come across the accountin4 e&&ect o& re!emption o& !e'entures. Re!emption is !iscusse! in !etail at a later section in this chapter. Ri4ht no1 1e are consi!erin4 only issue o& !e'enture. <hen company issues !e'entures they sometimes promise to 4i#e more money at the time o& re!emption to make the issue attracti#e. This is calle! premium on re!emption. Aou stu!ie! premium on issue o& shares earlier. That is 4oo! &or the company 'ecause the share applicants are payin4 more money to the company. But premium here is a loss &or the company 'ecause the company is payin4 more money to the !e'enture hol!ers. $o1 rea! my o&&icial #ersion 'elo1%
#he premium on redemption is a loss for the company. #his loss should be accounted at the time of issue. #hus there are t$o things happening $hen a premium on redemption is brought into books. COMPANY ACCOUNTS P a g e | 47 1irst' the company accepts a liability to be settled in future in form of premium. #his premium account should be credited because it is a liability' not because it is an income. (Remem'er this is !i&&erent &rom premium on issue 1hich is cre!ite! in 'ooks because it is an income). Secondly' as the company accepts a liability $ithout a corresponding asset' it incurs a loss. #his loss is debited as E5oss on IssueC. <6s this e5planation clear enou4hB See the e5ample 'elo1, then rea! the comment 4i#en in 'o5)
:5ample% A limite! company issue! a !e'enture o& Rs.100, to 'e re!eeme! a&ter 3 years at a premium o& Rs.10. (i4nore application account).
(ournal entry #articulars A&ount *r. A&ount Cr. Bank Account Dr "oss on Issue #r. To De'enture Account To $remium on %edemption (De'enture issue! at par, repaya'le at premium) 100 &'
100 &'
Do you kno1 e5actly 1hat happens 1hen 1e create a lia'ility in the 'ooksB A lia'ility comes into 'ooks !ue to t1o reasons%
1 F.By recei#in4 an asset, 1ith a commitment to 4i#e it 'ack in &uture. =or e5ample loan taken &rom 'ank, (ere you 4et cash at 'ank (asset) 1hich is couple! 1ith a 'ank loan (lia'ility). <hen you pay 'ack the 'ank loan your asset an! lia'ility are re!uce!.
) .FBy postponin4 the payment o& an e5pense. =or e5ample, i& you !o not pay the telephone 'ill 1hen it is !ue, your cash 1ill remain 1ith you, 'ut at the same time you also create a lia'ility in your 'ooks in the &orm o& outstan!in4 telephone char4e 1hich al1ays hol!s a claim a4ainst your assets This is e5actly 1hat happens 1ith premium on re!emption o& !e'entures. This is a !e&inite &uture payment 1hich crops up the moment you issue !e'enture 1ith this commitment. Since it is to 'e pai! in &uture it is a lia'ility as 1ell as a loss.
$o1, let us consi!er another aspect. 6& it is a &uture lia'ility, shoul! 1e consi!er it a present lossB Aes 1e shoul!? 'ecause the principle o& conser#atism re;uires us to take into account all prospecti#e losses 1hen it comes to our kno1le!4e, 'ut the 4ains to 'e taken only at the point they 'ecome 4ains. Secon!ly, this is a lia'ility o& the present moment, only the payment part is set &or &uture. Same 1ay a !e'enture is sche!ule! to pay in &uture. But it is a present lia'ility, not a &uture lia'ility. a!. *eentures issued at par, redee&ale at discount )iscount on redemption of debenture is a BAI;. (ut the conser!ati!e principle of accounting cautions against accounting the future gains before recei!ing it. In other $ords this is a discount $hich $ill be realised $hen the company redeems the debenture after 5 or 16 years. #his should be accounted only $hen it is realised. 0ight no$' for accounting purpose' assume that there is no discount on redemption at all.
:5ample% A limite! company issue! a !e'enture o& Rs.100, to 'e re!eeme! a&ter 3 years at a !iscount o& Rs.10. (i4nore application account).
6n this e5ample 1e collect !e'enture amount in lump sum. But 1hen 1e collect amounts in instalments all a!+ustments re4ar!in4 premium, !iscounts etc. are 4enerally treate! 1ith allotment.
(ournal entry #articulars A&ount *r. A&ount Cr. Bank Account Dr. To De'enture Account (De'enture issue!, at par re!eema'le at !iscount)
100 100 COMPANY ACCOUNTS P a g e | 48 D(ey, 1hat happene! to that !iscountB Sh..sh..... keep ;uiet a'out the !iscount. . Issue of *eentures at #re&iu& This is the type o& premium you stu!ie! in issue o& shares. This is a 4ain &or the company. There is no pro'lem in un!erstan!in4 the accountin4 &or this premium.
-remium on issue of debenture is a gain for the issuing company. *ere the company collects more than the face !alue of debenture. #his amount $ill be credited to the -remium on Issue of )ebenture $hich is regarded as capital re!enue.
#here are three cases of issue at premium are discussed belo$. )ebentures issued at premium <1= redeemable at par <3= redeemable at premium and <7= redeemable at discount. >nly the first case is rele!ant in practical situations. >ther t$o are only academic cases. 1. *eentures Issued at #re&iu&, Redee&ale at #ar #his is the most reasonable case of issue at premium. *ere the company issues debentures at premium $ith the condition that they $ill repay only the actual !alue of debentures at the time of redemption. (ournal )ntry (ank Account )r. (the amount recei#e! inclu!in4 premium) #o )ebenture Account (#alue o& !e'enture) #o -remium on Issue (amount o& premium) <)ebentures issued to be redeemed at par= 2. *eentures Issued at #re&iu&, Redee&ale at #re&iu& #his is a complicated arrangement. #he company makes a gain $hile issuing the debenture at a premium. At the same time it incurs a loss $hile agreeing to redeem the debenture at a premium. ;otice the "ournal entry $ith this e%ample.
:5ample% A company issue! !e'enture o& Rs.100 at a premium o& Rs.10 to 'e re!eeme! at a premium o& Rs.,.
(ournal )ntry< (ank Account )r.116 (actual amount recei#e!) 5oss on Issue )r. 5 (the amount o& re!emption premium) #o )ebenture Account 166 <actual #alue o& !e'enture) #o -remium on Issue 16 <amount o& premium) #o -remium on 0edemption 5 <amount o& premium on re!emption) <)ebentures issue at premium to be redeemed at premium= 3. *eentures Issued at #re&iu&, Redee&ale at *iscount ,hen debentures issued at premium are redeemed at discount the company makes a double gain. -remium on issue and discount on redemption are gains. *o$e!er the gain on discount on redemption $ill be recorded only at the time of redemption. It $ill be treated as if no discount e%ists at the time of issue. Therefore @ournal entry is< #articulars A&ount *r. A&ount Cr. (ank Account )r. #o )ebenture Account #o -remium on Issue <)ebentures issued at premium' to redeemed at Actual amount recei#e!
Galue o& De'enture Amount o& .remium COMPANY ACCOUNTS P a g e | 49 discount=
c. Issue of *eentures at *iscount )iscount on issue of debentures is a loss for the company. /nlike the discount on redemption of debentures this discount has to be accounted right at the time of issue itself. Journal entries for the !arious arrangements of issue of debentures at discount are as follo$s2 c1. Issue of *eentures at *iscount, Redee&ale at #ar #his is the normal discount. #he treatment is e%actly like that of issue of shares. #he company recei!es less money on the shares. #he loss is debited to discount account' and the debenture is credited $ith the full !alue.
#articulars A&ount *r. A&ount Cr. (ank Account )r. )iscount on Issue of )ebenture )r.
#o )ebenture Account
<)ebentures issued at discount to be redeemed at par= ash recei#e! Amount of #iscount
=ull #alue o& !e'enture c2. Issue of *eentures at *iscount, Redee&ale at #re&iu& #his is something $e call double trouble. )iscount on issue of debentures and premium on redemption of debenture are losses. #his is like burning the candle on both sides. #he company loses at the time of issue because it gets less than the face !alue of debenture due to discount on issue. It loses at the time of redemption because it pays more than the face !alue of debenture due to premium of redemption.
5ook at this simple e%ample. A company issues debenture of 0s.166 at a discount of 0s.3' to be redeemed at a premium of 0s.5
#articulars A&ount *r. A&ount Cr. (ank Account )r (actual amount recei#e!) 5oss on Issue )r (!iscount loss Hpremium loss) #o )ebenture Account (actual #alue o& !e'.) #o -remium on 0edemption (amount o& premium to 'e pai! 9A H
100 ,
c3. Issue of *eentures at *iscount, Redee&ale at *iscount In this case there are t$o discounts8 discount on issue and discount on redemption. As $e ha!e seen before discount on issue is a loss for the company and the discount on redemption a gain. )iscount on redemption is not sho$n in the "ournal entry at the time of issue. In other $ords $e must pass "ournal entry assuming that there is only one discount' $hich is discount on issue of debentures.
#o )ebenture Account <)ebentures issued at discount' repayable amount recei#e! !iscount on issue
=ull #alue o& !e'enture COMPANY ACCOUNTS P a g e | 50 at discount=
;o$ it is time for some simple illustrations highlighting the abo!e points. ;o$ it is time for some simple illustrations highlighting the abo!e points. Illustration ".'1 A limited company issued 54 debentures of 0s.166 each for the total !alue of 0s.566'666' at par repayable after 5 years at par. #he payments for debentures are to be made as 0s.35 on application' 0s.35 on allotment and 0s.56 on 1 st call. #he company collected full amounts on all these debentures. -ass necessary "ournal entries. (ournal )ntries #articulars A&ount *r. A&ount Cr. Bank Account Dr. De'enture Application Account (Application money recei#e! &or ,000 !e'entures) 1),,000
1),,000 De'enture Application Account Dr. To /0 De'enture Account (Application money trans&erre! to De'enture Account) 1),,000
1),,000 De'enture Allotment Account Dr. To /0 De'enture Account (Allotment money cre!ite! to De'enture Account) 1),,000
1),,000 Bank Account Dr. To De'enture Allotment Account (De'enture allotment money collecte!) 1),,000 1),,000 De'enture 1 st all Account Dr. To /0 De'enture Account (De'enture 1 st call money !ue) ),0,000 ),0,000 Bank Account Dr. To De'enture 1 st all Account (De'enture 1 st call amount collecte!) ),0,000 ),0,000
Illustration ".'2 -ass "ournal entries for the issue of )ebenture of 0s.166 under the follo$ing cases2 1. )ebenture issued at 0s.166' redeemable after 5 years at 0s.166 3. )ebenture issued at 0s.166' redeemable after 5 years at 0s.165 7. )ebenture issued at 0s.166' redeemable after 5 years at 0s.9A 9. )ebenture issued at a premium of 16' repayable at par 5. )ebenture issued at a premium of 0s.16' redeemable at a premium of 0s.5 . )ebenture issued at a premium of 0s.5' redeemable after 5 years at 0s.9A H. )ebenture issued at 0s.9A' redeemable at par A. )ebenture issued at 0s.95' redeemable after 5 years at 0s.163 9. )ebenture issued at 0s.95' redeemable after 5 years at a discount of 0s.3 #art icul A&ount *r. A&ount Cr. COMPANY ACCOUNTS P a g e | 51 ars 1. Bank Account Dr. To De'enture Account (De'enture issue! at par, an! repaya'le at par) 166 166
3. Bank Account Dr. @oss on 6ssue Dr. To De'enture Account To .remium on Re!emption o& De'enture (De'enture issue! at par, repaya'le at premium) 166 5
166 5
7. Bank Account Dr. To De'enture Account (De'enture issue! at par repaya'le at !iscount) D Discount on !e'enture not sho1n in the Books 166 166 9. Bank Account Dr. To De'enture Account To .remium on 6ssue (De'enture issue! at premium, repaya'le at par) 116 166 16 5. Bank Account Dr. @oss on 6ssue Dr. To De'enture Account To .remium on 6ssue Account To .remium on Re!emption Account (De'enture issue! at premium, re!eema'le at premium) 116 5
166 16 5 . Bank Account Dr. To De'enture Account To .remium on 6ssue (De'enture issue! at premium, re!eema'le at !iscount) 165 166 5 H. Bank Account D Dr. Discount on 6ssue Dr. 9A 3
COMPANY ACCOUNTS P a g e | 52 To De'enture Account (De'enture issue! at !iscount, re!eema'le at par) 166 A. Bank Account Dr. @oss on 6ssue Dr. To De'enture Account To .remium o& Re!emption (De'enture issue! at !iscount., re!eema'le at premium) 95 H
166 3 9. Bank Account Dr. Discount on 6ssue Account Dr. To De'enture Account (De'enture issue! at !iscount, re!eema'le at !iscount) 95 5
166 *isposal of *iscount on Issue of *eentures ,hen debentures are issued at discount' the discount account becomes a fictitious asset in the books of the company. (alance in this account $ill appear in all subse&uent balance sheets' under the heading E.iscellaneous +%penditureC. )iscount on issue of debentures is $ritten off from the books in annual instalments' o!er the period for $hich the debentures are held by the company. #his ensures fair distribution of e%penses and pre!ents $ide fluctuations in profits. Ratio of *istriution #he general rule for distribution of discount on issue of debenture is determined on the basis of the e%act !alue of debentures held by the company. ,hen the debentures are redeemed in lump sum at the end of a certain number of years' discount can be e&ually di!ided for those years' because the debenture balances remain same in all these years. (ut if the debentures are redeemed in instalments' the debenture balances are bound to change in each year. #he debenture held for the year should be taken as standard for distributing the discount.
Illustration ".'3 >n Jan 1 st 199A8 A(C 5td. issued A4 debentures of 0s.356'666 at a discount of 164. #he debentures are to be paid off at the end of 5 years. Sho$ discount on debenture account for the period. *eenture *iscount Account *ate #articulars A&ount *r. *ate #articulars A&ount Cr. 122/ 9an.01 To /0 De'enture
),,000 122/ Dec.31 By . C @. A3c By Balance c3! ,,000 )0,000 ),,000 ),,000 1222 9an 01
To 'alance '3!
)0,000
1222 Dec.31
By .C@ A3c By Balance c3!
,,000 1,,000 )0,000 )0,000 )000 9an.01
To Balance '3!
1,,000 )000 Dec.31
By .C@ Account By Balance '3!
,,000 10,000 1,,000 1,,000 )001 9an.01
To Balance '3!
10,000 )001 Dec.31
By .C@ Account By Balance '3!
,,000 ,,000 COMPANY ACCOUNTS P a g e | 53 10,000 10,000 )00) 9an.01
To Balance '3!
,,000 )00) Dec.31
By .C@ Account
,,000 ,,000 ,,000
Illustration ".'! >n Jan 1 st 199A8 A(C 5td. issued A4 debentures of 0s.356'666 at a discount of 154. #he debentures are to be paid off in 5 e&ual instalments starting from the end of 1 st year. Sho$ discount on debenture account for the period.
$ote% 6n the pre#ious illustration !e'enture 'alances 1ere the same &or all the years an! there&ore the !iscount 1as 1ritten o&& e;ually. (ere the !e'enture 'alances 1ill chan4e at the en! o& each year. <e nee! to 1rite o&& !iscount on the 'asis o& !e'enture hel! in each year as &ollo1s% Mear Galue of )ebenture 199A 356'666 1999 366'666 3666 156'666 3661 166'666 3663 56'666 #he ratio of debenture is 356236621562166256 ie.529272321
*eenture *iscount Account *ate #articulars A&ount *r. *ate #articulars A&ount Cr. 122/ 9an.01 To /0 De'enture 3-,,00122/ Dec.31 By . C @. A3c By Balance c3! 1),,00 ),,000 3-,,00 3-,,00 1222 9an 01 To 'alance '3!
),,000
1222 Dec.31 By .C@ A3c By Balance c3! 10,000 1,,000 ),,000 ),,000 )000 9an.01 To Balance '3! 1,,000)000 Dec.31 By .C@ Account By Balance '3! -,,00 -,,00 1,,000 1,,000 )001 9an.01 To Balance '3! -,,00)001 Dec.31 By .C@ Account By Balance '3! ,,000 ),,00 -,,00 -,,00 )00) 9an.01 To Balance '3! ),,00)00) Dec.31 By .C@ Account ),,00 ),,00 ),,00
Illustration ".'" >n Jan 1 st 199A8 A(C 5td. issued A4 debentures of 0s.766'666 at a discount of 4. #he debentures are to be paid off in three e&ual instalments starting from the end of 7 rd year. Sho$ discount on debenture account for the period. Mear Galue of )ebenture 766'666 COMPANY ACCOUNTS P a g e | 54 766'666 766'666 Rem% 100,000 pai! at the en! only 366'666 166'666
#he ratio of debenture is 7662766276623662166 ie.727272321
Illustration ".'$ A company issued debentures of 0s.76'666 at a discount of 164' to be redeemed at the end of 7 years in lump sum. -ass Journal +ntries for the three years.
The !iscount on issue o& !e'enture Rs.3000 is !istri'ute! e;ually &or the three years, 'ecause the !e'enture 'alances are same in all these three years.
#articulars A&ount *r. A&ount Cr. 1 st Aear 'e4in. Bank Account Dr. Discount on 6ssue o& De'. Dr. To De'enture Account (De'entures issue! at !iscount) )-,000 3,000
30,000 1 st year :n! .ro&it an! @oss Account Dr. To Discount on 6ssue o& De'. (Discount on issue partly 1ritten o&&) 1,000 1,000 COMPANY ACCOUNTS P a g e | 55 ) n! Aear :n! .ro&it an! @oss Account Dr. To Discount on 6ssue o& De'. (Discount on issue partly 1ritten o&&) 1,000 1,000 3 r! Aear :n! .ro&it an! @oss Account Dr. To Discount on 6ssue o& De'. (Discount on issue partly 1ritten o&&) 1,000 1,000 3 r! Aear :n! De'enture Account Dr. To Bank (Re!emption o& !e'entures 'y lump sum payment) 30,000 30,000
Suppose the same !e'entures are re!eeme! 'y the company in three years, startin4 ri4ht &rom the en! o& &irst year, 1e cannot simply !i#i!e the !iscount into three years 'ecause the !e'enture 'alances are !i&&erent. 6n the &irst year the company hel! !e'entures o& Rs.30,000. They pai! Rs.10,000 at the en! o& &irst year 1hich re!uces the !e'entures hel! in the secon! to Rs.)0,000. At the en! o& secon! year another payment o& Rs.10,000 makes the !e'enture to 10,000 &or the last year. Thus the ratio o& !e'entures hel! in the &irst, secon! an! three years 'ecomes 30,000%)0,000%10,000 ie.3%)%1. ;o$ look at the "ournal entries for the abo!e t$o cases.
When debentures are redeemed in three annual instalments
#articulars A&ount *r. A&ount Cr. 1 st Aear Be4in. Bank Account Dr. Discount on 6ssue o& De'. Dr. To De'enture Account (De'entures issue! at !iscount) )-,000 3,000
30,000 1 st year :n! De'enture Account Dr. To Bank (Re!emption o& !e'entures 'y lump sum payment) 10,000 10,000 1 st year :n! .ro&it an! @oss Account Dr. To Discount on 6ssue o& De'. (Discount on issue partly 1ritten o&&) 1,,00 1,,00 1 st year :n! .ro&it an! @oss App.a3c Dr. To De'enture Re!. reser#e (Appropriation to compensate re!emption o& !e'entures) 10,000 10,000 ) n! Aear :n! De'enture Account Dr. To Bank 10,000 10,000 COMPANY ACCOUNTS P a g e | 56 (Re!emption o& !e'entures 'y lump sum payment) ) n! Aear :n! .ro&it an! @oss Account Dr. To Discount on 6ssue o& De'. (Discount on issue partly 1ritten o&&) 1,000 1,000 ) n! Aear :n! .ro&it an! @oss App.a3c Dr. To De'enture Re!. reser#e (Appropriation to compensate re!emption o& !e'entures) 10,000 10,000 3 r! Aear :n! De'enture Account Dr. To Bank (Re!emption o& !e'entures 'y lump sum payment) 10,000 10,000 3 r! Aear :n! .ro&it an! @oss Account Dr. To Discount on 6ssue o& De'. (Discount on issue partly 1ritten o&&) ,00 ,00 3 r! Aear :n! .ro&it an! @oss App.a3c Dr. To De'enture Re!. reser#e (Appropriation to compensate re!emption o& !e'entures) 10,000 10,000 Issue of *eentures for Consideration other than Cash )ebentures can be issued for purchase of assets. Accounting treatment is essentially the same. ,hen cash is recei!ed the cash account is debited and the debenture account credited. ,hen any other asset is recei!ed in place of cash that asset account is debited. ,hen part payment for the asset is made in cash or any other ad"ustments are done' it may be con!enient to credit the account of the !endor $hile ac&uiring the asset. #he !endorCs account can be settled in due course according to the arrangement agreed upon. It is important to remember that the debentures can be issued at par' premium or discount in this case also. 6& you un!erstan! the asset purchase! is in &act AS( in a !i&&erent &orm, the +ournal entries 1ill 'e #ery easy.
Illustration ".'2 Ara!ind .ills 5imited ac&uired ne$ machinery costing 0s.566'666 for $hich 0s.35'666 $as paid in cash. #he balance amount due to the seller $as settled by issue of A4 debentures. -ass "ournal entries assuming that2 a. the debentures ha!e been issued at par and redeemable at par b. the debentures ha!e been issued at a discount of 54 and redeemable at par c. the debentures ha!e been issued at a premium of 354 (ournal )ntries #articulars A&ount *r.A&ount Cr. 8achinery Account Dr. To Gen!or Account (8achinery purchase! &rom Gen!or) ,00,000 ,00,000 Gen!or Dr. To ash ),,000 ),,000 COMPANY ACCOUNTS P a g e | 57 (.art payment ma!e &or the purchase o& machinery) Casea! Gen!or Dr. To /0 De'enture Account (The amount !ue to #en!or settle! 'y issue o& !e'enture at par)
"-,,000
"-,,000 Case b. Gen!or Dr. Discount on 6ssue Dr. To /0 De'entures (De'entures are issue! at ,0 !iscount to settle the 'alance !ue to #en!or &or machinery purchase)
"-,,000 ),,000
,00,000 Case c. Gen!or Dr. To De'enture Account To .remium on 6ssue (De'entures are issue! at ),0 premium to settle the 'alance !ue to the #en!or)
"-,,000
3/0,000 2,,000
$ote% Case . #he amount due to !endor P 0s.9H5'666 ;o of debentures to be issued P 9H5'666 D 95 P 5666
Case c. #he amount due to the !endor P 0s.9H5'666 ;o of debentures to be issued P 9H5666 D 135 P 7A66
Issue of *eentures as Collateral Security Collateral security is additional security' or an e%tra security to a loan. ,hen the loan is paid off' the debentures also $ill be cancelled. #hese debentures $ill not become an actual liability' unless the company fails to pay the loan' and the creditor e%ercises his option to reco!er the money from the debenture.
(ournal )ntries
5irst Method< *ere the debenture is not recorded in the books as liability' because the original loan is already appearing in the books as liability. #here cannot be t$o liabilities for one loan. A note $ill be gi!en in the balance sheet stating that loan is secured by debentures issued as collateral security as sho$n belo$2
1alance Sheet Aiailities A&ount Rs. Assets A&ount Rs. COMPANY ACCOUNTS P a g e | 58 Secured Aoans< (ank 5oan Fsecure! 'y1)0 De'entures o& Rs.,,0,000, issue! as collateral security
566'666 Current Assets< Cash At (ank
566'666
Second Method< )ebenture is recorded in the books as brought in as liability by creating a fictitious asset named Edebenture suspense accountC' by passing the follo$ing "ournal entry. De'enture Suspense Account Dr. De'enture Account
#hus debenture $ill appear as a liability' and the debenture suspense account $ill appear as an asset. #hese items $ill be sho$n in the balance sheet as follo$s2
556'666 Current Assets Cash at (ank Miscellaneous )8penditure )ebenture Suspense ADc
566'666
556'666
,hen the original loan is paid off' the debenture is simply cancelled by re!ersing the abo!e entry. Interest on Debentures )ebenture interest is an e%pense for the company. #he company pays interest at the prescribed rate to debenture holders irrespecti!e of the profit or loss made by the company. #he interest account is closed by debiting it in profit and loss account like e!ery other e%pense. ,hen interest is due and paid the interest on debenture account is debited and bank account credited.
$otice the +ournal entries &or the &ollo1in4 simple illustration.
Illustration ".'3 A(C Company 5td.' had 4 debentures of 0s.166'666 on 1 st January 3669 on $hich interest is paid on 76 June and 71 st )ecember. -ass necessary "ournal entries for the payment of interest for the year 3669. 164 ta% is deducted at source <#)S= from interest and remitted immediately. (ooks are closed on 71 st )ecember.
#articulars A&ount *r. A&ount Cr. )00" 9une 30 6nterest on De'enture a3c Dr. 6nterest Accrue! TDS paya'le (6nterest accrue! less TDS paya'le) 3,000 ),-00 300 9une 30 6nterest Accrue! Dr. TDS paya'le ),-00 300
3,000 COMPANY ACCOUNTS P a g e | 59 Dr. To Bank (6nterest an! TDS pai!) Dec. 31 6nterest on De'enture a3c Dr. To 6nterest Accrue! To TDS paya'le (6nterest in accrue! less TDS paya'le) 3,000 ),-00 300 Dec. 31 6nterest Accrue! Dr. TDS paya'le Dr. To Bank (6nterest an! TDS pai!) ),-00 300
3,000 Dec.31 .C@ Account Dr. To 6nterest on De'enture (6nterest on !e'entures trans&erre! to .C@ account) *,000 *,000
(.lease note% 6nterest accrue! account is opene! &or con#eniently a!+ustin4 TDS. $otice the a'o#e entries closely. <e 1ant the interest to 'e 3000 each time, 'ut to split the payment 'et1een 6nterest an! TDS. By openin4 accrue! interest account 1e 4et these thin4s ;uite clear in the 'ooks) Redemption of Debentures: Meaning of Rede&ption 0edemption of debenture is the discharge of debenture liability. It can be done either by repaying the money to debenture holders or con!erting the debenture into shares. #he conditions of redemption are clearly stated at the time of issue of debenture in the prospectus. )ebentures can be redeemed at par' premium or discount as per the terms of issue. #he period of maturity' redemption amount' yield on redemption etc. $ill be mentioned in the prospectus. In case the non con!ertible debentures proposed to be rolled o!er <repayment e%tended for an additional period=' a compulsory option should be gi!en to the debenture holders $ho $ish to $ithdra$ from the debenture programme' as per the guidelines issued by S+(I. Sources of 5unds for Rede&ption of *eentures 0edemption of debentures is an important commitment to be fulfilled by a "oint stock company. 1ailure to redeem debentures $ill dis&ualify the directors of the company. .oreo!er' such a default $ill in!ite strict penalties and loss of reputation. As the redemption of debentures drains a large amount of resources' companies $ill make ad!ance preparations to meet this need. i. Redemption of Debentures - from the proceeds of fresh issue of share capital and debentures 1resh issue of debentures does not actually reduce the liability of a company. It is as good as the rene$al of debentures. Issue of shares for redemption of debentures has the effect of con!ersion of debentures into shares. Interest on debentures is an e%pense. Changing debentures into shares $ill eliminate this burden. (ut there is no big ad!antage to e%isting shareholders. #he profit $ill appear bigger because there is no more interest e%pense in the profit and loss account. (ut there $ill be more shareholders to claim di!idend. -lease study the follo$ing illustration2 Illustration ".'4 COMPANY ACCOUNTS P a g e | 60 >n 1 st January 3667' a limited company had 134 debentures of 0s.56'666 due for redemption at a premium of 54. #he company issued e&uity shares of 0s.6'666 at par and redeemed the debentures. -ass necessary "ournal entries. (ournal )ntries
#articulars A&ount *r.A&ount Cr. Bank Account Dr. To Share apital (Shares issue! at par)
*0,000 *0,000 1)0 De'enture Account Dr. .remium on Re!emption Dr. To De'enture (ol!ers7 Account (Trans&er o& !e'entures an! premium to De'enture hol!ers &or re!emption)
,0,000 ),,00
,),,00 De'enture (ol!ers7 Account Dr. To Bank (.ayment to De'enture hol!ers in re!emption o& !e'entures)
,),,00 ,),,00 ii. 0edemption of )ebentures : out of accumulated profits Accor!in4 to AD )00- re#elation 'y BS:, you ha#e to stu!y re!emption out o& capital only. But the sample paper contains ;uestions 'ase! on re!emption reser#es. A lar4e portion &rom this section is remo#e! an! kept asi!e. $e1 re#elations are likely to appear ne5t year.
#he best preparation a company can make for the redemption of its debentures is to set aside enough profit for the redemption. -rior to the amendment in the companies Act in 3666 the decision to set aside profit for redemption of debenture $as left to the discretion of the directors of the company. #he Companies <Amendment= Act' 3666 has added three sections to the e%isting Section 11H on debentures. #his amendment came into force $ith effect from )ecember 17' 3666. According Section 11H C of the amendment' the companies ha!e to create Eade&uate reser!eC for the redemption of debentures. #he !ague term Eade&uate reser!eC created confusion. #he )epartment of Company Affairs issued a circular $hich clarified that the ade&uacy of )ebenture 0edemption 0eser!e $ill be 564 of the debentures issued through public issue. Nref. Beneral Circular ;o.9D3663' Bo!ernment of India' .inistry of 5a$' Justice Q Company Affairs F )epartment of Company Affairs' dated 1A.9.3663O. S+(I also incorporated these clarifications in their guidelines. #here are certain e%ceptions to this general rule.
)ffect of creating *RR< )ebenture 0edemption 0eser!e is set aside from the profit and loss appropriation. #his pre!ents the outflo$ of funds by $ay of di!idends to e&uity shareholders. #hus the aim of creating reser!es is to retain funds for the redemption of debentures. (y retaining profits the company accumulates funds $ithout putting pressure on the resources for its routine acti!ities. +!en though the e&uity shareholders seem to sacrifice due to lesser di!idends' the market !alue of their shares $ill increase because of accumulated reser!es in the company. >nce the debenture holders are paid off the shareholders $ill get better di!idends. #hey also get bonus shares by con!ersion of the reser!es.
#he follo$ing illustration sho$s ho$ a company accumulates )00 $ithout in!esting it in securities2
Illustration ".1' COMPANY ACCOUNTS P a g e | 61 >n 1 st January' 3667' a limited company issued 366' A4 debentures of 0s.1'666 each to be redeemed on 71 st )ecember 3669. #he debentures ha!e been fully subscribed and the full amount $as recei!ed $ith application. )ebenture interests ha!e been paid on 76 th June and 71 st )ecember each year. #he company created minimum reser!e re&uired by S.11H C of the Companies Amendment Act' 3666. -ass "ournal entries for all transactions related to debentures for t$o years' considering that the books are closed on 71 st )ecember.
(ournal )ntries #articulars A&ount *r. A&ount Cr. )003 9an 01 Bank Account Dr. To /0 De'enture Application (De'enture application money recei#e!) )00,000 )00,000 )003 9an 01 /0 De'enture Application account Dr. To /0 De'enture account (De'enture allotte! to applicants) )00,000 )00,000 )003 9un 30 6nterest on De'entures account Dr. To 'ank (6nterest pai! &or the 1 st hal& year) /,000 /,000 )003 Dec 31 6nterest on De'entures account Dr. To 'ank (6nterest pai! &or the ) n! hal& year) /,000 /,000 )003 Dec.31 .ro&it an! @oss Account Dr. 6nterest on De'enture (6nterest &or the year char4e! to .C@) 1*,000 1*,000 )003 Dec 31 .ro&it an! @oss Appropriation Dr. To /0 De'enture Re!emption Reser#e (De'enture Re!emption Reser#e create!) ,0,000 ,0,000 )00" 9un 30 6nterest on De'entures account Dr. To 'ank (6nterest pai! &or the 1 st hal& year) /,000 /,000 )00" Dec 31 6nterest on De'entures account Dr. To 'ank (6nterest pai! &or the ) n! hal& year) /,000 /,000 )00" Dec.31 .ro&it an! @oss Account Dr. 6nterest on De'enture (6nterest &or the year char4e! to .C@) 1*,000 1*,000 )00" Dec 31 .ro&it an! @oss Appropriation Dr. To /0 De'enture Re!emption Reser#e ,0,000 ,0,000 COMPANY ACCOUNTS P a g e | 62 (De'enture Re!emption Reser#e create!) )00" Dec 31 /0 De'enture Account Dr. To De'enture (ol!ers (De'entures trans&erre! &or re!emption) )00,000 )00,000 )00" Dec 31 De'enture (ol!ers a3c Dr. To Bank (De'entures pai! o&&) )00,000 )00,000 )00" Dec 31 De'enture Re!emption Reser#e Dr. To Ieneral Reser#e (De'enture Re!emption reser#e trans&erre! to 4eneral reser#e) 100,000 100,000
. *RR :ith In%est&ent in Securities /*eleted0 Methods of Rede&ption of *eentures i0 Rede&ption In lu&p,su&, at the end of stipulated period /nder this method the entire debentures are redeemed at the stipulated date stated in the prospectus for the issue of debentures. #he dra$back of this method is that the company has to arrange a large amount at the time of redemption. /sually companies prepare $ell ad!ance for the redemption of debentures. ii0 1y *ra: of Aots /nder this method the company does not redeem all the debentures at the same time. Instead it $ill call back only a portion of its debentures in the market for redemption each year. #he company select the debentures of a predetermined !alue' by dra$ing lot and they are redeemed that year. #his method of redemption reduces the burden of redemption. -lanning is relati!ely easy and the impact of redemption on the finance of the company is limited.
Illustration ".11 >n 71 st )ecember' 3661 A(C 5td. had 134 debentures of 0s.156'666' 1D7 rd of $hich $ere selected by lot to be redeemed. -ass Journal +ntries for the redemption.
*ate #articulars A&ount *r. A&ount Cr. )001 Dec 31 1)0 De'enture Account Dr. To Bank (133 r! De'entures re!eeme! 'y !ra1 o& lots) ,0,000 ,0,000 )001 Dec 31 .ro&it an! @oss Appropriation a3c Dr To De'enture Re!emption Reser#e (De'enture re!emption reser#e Jcreate! to su'stitute re!eeme! !e'entures)D ,0,000 ,0,000
$ote% De'enture re!emption reser#e shoul! 'e create! e#en 1hen the ;uestion is silent a'out it.
COMPANY ACCOUNTS P a g e | 63 iii0 1y #urchasing in the +pen Mar.et )ebentures can be redeemed by purchasing them from the open market. If a company finds its debentures are a!ailable in the open market at cheap rate it $ill purchase those debentures and cancel them.
Illustration ".12 >n 1 st January 3667 a limited company purchased its A4 debentures of 0s.56'666 at 964 from the open market for cancellation. -ass necessary "ournal entries.
(ournal )ntries
*ate #articulars A&ount *r. A&ount Cr. )003 9an 01 /0 De'enture Account Dr. To Bank To .ro&it on re!emption (.urchase o& De'entures &rom open market &or cancellation) ,0,000 ",,000 ,,000 )003 9an 01 .ro&it on Re!emption o& De'entures Dr. To apital Reser#e (.ro&it on Re!emption trans&erre! to capital reser#e) ,,000 ,,000 )003 9an 01 .ro&it an! @oss Appropriation a3c Dr. To De'enture Re!emption Reser#e a3c (Reser#e create! &or re!emption o& !e'entures) ",,000 ",,000
i%0 1y Con%ersion into Ne: *eentures or Shares. Con!ersion of debentures into shares is another method of redemption. ,hen debentures are con!erted to shares' the company does not pay money to debenture holders. Instead the company issues share certificates in place of debentures. It may look good for the company because there is no need of cash payment. (ut the company is selling its shares. Selling shares is actually selling part of the o$nership. )ebenture holders become shareholders. Creditors become o$ners. It is better to pay off creditors rather than selling them part of the company. (ut sometimes company agree to gi!e some shares to make the issue of debentures more attracti!e to buyers.
,hen the company con!erts debentures into shares it may issue shares at par premium of discount. Mou kno$ $hen the company issue shares at par it is selling shares at e%act face !alue of the shares. If the company co!erts debentures of 0s.7666 in shares issued at par means the company cancels debentures of 0s.7'666 and issues share of the same !alue. )ebentures become share capital of e&ual !alue. #here is no problem in understanding this. ,hen they con!ert debentures at premium or discount you need to look at it more closely.
,hen the company issues shares at a premium it is selling shares at a higher price than the face !alue. *ere the debenture holders get less in the form of shares than $hat they $ere holding as debentures. <hy 1oul! anyone accept such a !ealB Shares mi4ht 'e ha#in4 more #alue in the market, or it is more attracti#e in the lon4 run.
COMPANY ACCOUNTS P a g e | 64 ;o$ see this e%ample2
Illustration ".13 JJ ltd. had debentures of 0s.7'666. In redemption of these debentures the company offered2 a. cash or b. e&uity shares issued at a premium of 564.
*alf the debenture holders opted for cash and remaining half opted for shares. -ass "ournal entries.
(ere the company is rea!y to pay Rs.3000. But i& the !e'enture hol!ers like to 'uy some shares, they can 'uy them at ,00 premium, 1hich means i& they 1ant a share o& Rs.10 they must pay Rs.1,. 6 !i! not mention the #alue o& one share simply 'ecause it !oes not matter. There are &our separate entries sho1n 'elo1 to make it clear. Knce you un!erstan! the picture, you can pass compoun! entries &or con#ersion.
*ate #articulars A&ount *r. A&ount Cr. L55 1. L0 De'enture Account a3c Dr. To De'enture hol!ers a3c (De'entures trans&erre! &or con#ersion)) 3,000 3,000 L55 ). De'enture (ol!ers a3c Dr. To Bank a3c (De'entures re!eeme! 'y cash payment) 1,,00 1,,00 L55 3 .C@ Appropriation a3c DRR (Appropriation o& pro&it &or the !e'entures re!eeme!) 1,,00 1,,00
L55 3. De'enture (ol!ers a3c Dr. To Share capital To Securities premium (De'entures re!eeme! 'y con#ersion) 1,,00 1,000 ,00
are&ully notice 1hat happene! a'o#e. The company 4a#e t1o options. :ither the !e'enture hol!ers can take &ull money an! say 4oo! 'ye or they can take shares an! continue as o1ners. $o1 i& they 1ant shares, the company 1ill not 4i#e shares o& the same #alue. The shares are price! ,00 a'o#e &ace #alue.
(al& the !e'enture hol!ers took their money an! le&t (secon! entry).There is another entry re4ar!in4 the reser#e, 1hich 6 i4nore no1 to keep you &ocuse! on the concept o& con#ersion, 1hich is the thir! entry.
The remainin4 hal& sai!, MNeep our money, an! 4i#e us sharesO. The company sai! &ine, 'ut the shares are price! ,00 a'o#e &ace #alue. 6& you ha#e Rs.1,0 here, you 1ill 4et shares o& Rs.100 only. Ri4htB Aes. That7s the !eal.
Illustration ".1! COMPANY ACCOUNTS P a g e | 65 >n 71 st )ecember 3667' a limited company redeemed its 4 debentures of the total !alue of 0s.166'666 by con!erting debentures of 0s.7'666 into e&uity shares of 0s.166 each and paying cash for the balance. -ass Journal +ntries assuming that2 a. +&uity shares ha!e been issued at a premium of 354 b. +&uity shares ha!e been issued at a discount of 164
a. );uity shares issued at pre&iu&< $o o& e;uity shares issue! P *3,000 3 1), P,0"
(ournal )ntries
*ate #articulars A&ount *r. A&ount Cr. )003 Dec 31 *0 De'enture Account a3c Dr. To De'enture hol!ers a3c (De'entures trans&erre! &or re!emption) 100,000 100,000 )003 Dec 31 *0 De'enture hol!ers a3c Dr. To Bank a3c (De'entures re!emption 'y payment) 3-,000 3-,000 )003 Dec 31 *0 De'enture hol!ers a3c Dr. To Share capital To Securities .remium (De'entures re!emption 'y con#ersion)) *3,000 ,0,"00 1),*00 )003 Dec.31 .ro&it an! @oss Appropriation a3c Dr To De'enture Re!emption Reser#e (Reser#e create! &or the re!emption 'y cash payment) 3-,000 3-,000
. );uity shares issued at *iscount
;o of e&uity shares issued P 0s.7'666 D 96 P H66
*ate
#articulars A&ount *r. A&ount Cr. )003 Dec 31 *0 De'enture Account a3c Dr. To De'enture hol!ers a3c (De'entures trans&erre! &or re!emption) 100,000 100,000 )003 Dec 31 *0 De'enture hol!ers a3c Dr. To Bank a3c (De'entures re!emption 'y payment) 3-,000 3-,000 )003 Dec 31 *0 De'enture hol!ers a3c Dr. Discount on issue o& Shares Dr To Share capital (De'entures re!emption 'y con#ersion) *3,000 -,000
-0,000 )003 Dec.31 .ro&it an! @oss Appropriation a3c Dr To De'enture Re!emption Reser#e 3-,000 3-,000 COMPANY ACCOUNTS P a g e | 66 (Reser#e create! &or the re!emption 'y cash payment)
Illustration ".1" >n 1 st January' 3666 a company issued 566' 154 debentures of 0s.1666 each at 0s.9A6. *olders of these debentures had an option to con!ert their debentures into 164 preference shares of 0s.166 each at a premium of 0s'36 per share at any time $ithin 3 years. >n 71 st )ecember' 3666 a holder of 136 debentures notified his intention to e%ercise his option. -ass necessary Journal entries. NC(S+ 3663 compt.O
*ate #articulars A&ount *r. A&ount Cr. )000 9an 1 Bank a3c Dr. Discount a3c Dr. To 1,0 De'enture a3c (6ssue o& !e'entures at !iscount) "20,000 10,000
,00,000 )000 Dec 31 1,0 De'enture a3c Dr. To De'enture hol!ers a3c (De'entures trans&erre! &or re!emption) 1)0,000 1)0,000 )003 Dec 31 1,0 De'enture hol!ers a3c Dr. To 100 .re&erence share capital Dr To Securities .remium (De'entures re!emption 'y con#ersion) 1)0,000 100,000 )0,000