Redemption of Preference Shares
Redemption of Preference Shares
Redemption of Preference Shares
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REDEMPTION OF PREFERENCE SHARES
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1. Redemption of Preference Shares means repaying the Capital back to the Preference
Shareholders, at an agreed amount at an agreed date.
2. The process of discharging the liability / obligation towards Preference Share Capital is
called redemption. So, Redemption = Repayment of Capital during the lifetime of the
Company.
3. Date of redemption is called “Maturity Date” and is usually printed on the Preference Share
Certificate itself.
Fully Paid Preference share Capital cannot be redeemed unless they are fully paid.
If the Company has partly paid-up Preference Shares which are to be
redeemed, they should be made fully paid before redeeming them.
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CA NITIN GOEL REDEMPTION OF PREFERENCE SHARES
Utilization of The balance in CRR can be utilized only for the purpose of issuing Bonus
CRR Shares. It shall not be used for any other Purpose, e.g. distribution of
dividend, etc.
Sourcing Prescribed Companies & Provided for out of the profits of the
Premium on whose financial statements company before the shares are redeemed
Redemption comply with AS (u/s 133)
Other Companies Provided for out of the profits of the
company or out of the company’s securities
premium account, before such shares are
redeemed.
(i) Out of Undistributed Profits, and (b) Out of Fresh Issue of Capital.
Redemption of Preference Shares
Out of Capital Out of Profit
(i.e. Out of Fresh Issue of Shares) (i.e. Capitalization of Undistributed Profits)
(a) To raise finance for repaying the A company having surplus profits, can use
Preference Shareholders, the Company these surplus funds for redemption of
can issue either Equity Shares or Preference Shares. In such a case, transfer
Preference Shares.
to CRR is necessary.
(b) Such fresh issue can be made either at
par, or at premium.
Note:
1. A company may redeem its Preference Share Capital out of Capital and Profits, i.e.
combination of above.
2. Redemption out of Capital means that the Company can issue either Equity Shares or
Preference Shares. So, Preference Shares cannot be redeemed by fresh issue of
Debentures
PURPOSE OF TRANSFER TO CRR
Retention of When Preference Shares are redeemed out of Profits, replacement /
Capital retention of Capital is ensured in an indirect manner, by transfer of profit
to CRR. The amount, which would otherwise have been distributed as
dividend, is now retained in the business, in the form of CRR, and this is
subsequently converted into Equity Share Capital, by issuing Bonus
Shares. Transfer to CRR creates non-distributed profits, and maintains
the Capital Base of the Company
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CA NITIN GOEL REDEMPTION OF PREFERENCE SHARES
Conditions when company should issue equity shares for redemption of preference shares
A company may prefer issue of new equity shares in the following situations:
(a) When the company realizes that the capital is needed permanently and it makes more
sense to issue Equity Shares in place of Redeemable Preference Shares which carry a
fixed rate of dividend.
(b) When the balance of profit, which would otherwise be available for dividend, is insufficient.
(c) When the liquidity position of the company is not good enough.
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CA NITIN GOEL REDEMPTION OF PREFERENCE SHARES
ASSIGNMENT QUESTIONS
Solution
Journal Entries
Date Particulars L.F. Dr. (₹) Cr. (₹)
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CA NITIN GOEL REDEMPTION OF PREFERENCE SHARES
Note: Securities premium & capital reserve cannot be utilized for transfer to Capital Redemption
Reserve
(RTP May 2019) / (RTP May 2020) (Similar) / (ICAI Study Material)
Question 4 Pg no._____
The capital structure of a company consists of 20,000 Equity Shares of ₹ 10 each fully paid up
and 1,000 8% Redeemable Preference Shares of ₹ 100 each fully paid up (issued on 1.4.2019).
Undistributed reserve and surplus stood as: General Reserve ₹ 80,000; Profit & Loss Account
₹ 20,000; Investment Allowance Reserve out of which ₹ 5,000, (not free for distribution as
dividend) ₹ 10,000; Securities Premium ₹ 12,000, Cash at bank amounted to ₹ 98,000.
Preference shares are to be redeemed at a Premium of 10% and for the purpose of
redemption, the directors are empowered to make fresh issue of Equity Shares at par after
utilizing the undistributed reserve and surplus, subject to the conditions that a sum of ₹
20,000 shall be retained in general reserve and which should not be utilized.
Pass Journal Entries to give effect to the above arrangements and also show how the relevant
items will appear in the Balance Sheet of the company after the redemption carried out.
Solution
In the books of Dheeraj Limited Journal Entries
Date Particulars L.F. Dr. (₹) Cr. (₹)
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Question 6 Pg no._____
The balance sheet of A Ltd. as on 31.12.2021 is given below:
EQUITIES & LIABILITIES ₹
Shareholder’s Funds
5,000 Equity Shares (₹ 100 each fully paid-up) 5,00,000
9% Redeemable Preference Shares (₹ 10 each fully paid-up) 2,00,000
Profit & Loss Account 1,60,000
Current Liabilities 1,20,000
9,80,000
ASSETS ₹
Non-Current Assets
Property, Plant & Equipment 4,00,000
Investments 2,00,000
Current Assets
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CA NITIN GOEL REDEMPTION OF PREFERENCE SHARES
30,000 Equity Shares of ₹ 10 each fully paid; 18,000 12% Redeemable Preference Shares of ₹
10 each fully paid; 4,000 10% Redeemable Preference Shares of ₹ 10 each, ₹ 8 paid up (all
shares issued on 1st April, 2020).
Undistributed Reserve and Surplus stood as: Profit and Loss Account ₹ 80,000; General
Reserve ₹ 1,20,000; Securities Premium Account ₹ 15,000 and Capital Reserve ₹ 21,000.
Preference shares are redeemed on 1st January, 2022 at a premium of ₹ 2 per share. The
whereabouts of the holders of 100 shares of ₹ 10 each fully paid are not known.
For redemption, 3,000 equity shares of ₹ 10 each are issued at 10% premium. At the same
time, a bonus issue of equity share was made at par, two shares being issued for every five
held on that date out of the Capital Redemption Reserve Account. However, equity shares,
issued for redemption are not eligible for bonus.
Show the necessary Journal Entries to record the transactions
Solution
Journal Entries
S.No. Particulars Amount Amount
10% Preference Share Final Call A/c Dr. 6,00,000
To 10% Preference Share Capital A/c 6,00,000
1
(For final call made on preference shares @ ₹ 20 each to
make them fully paid up)
Bank A/c Dr. 6,00,000
2 To 10% Preference Share Final Call A/c 6,00,000
(For receipt of final call money on preference shares)
Bank A/c Dr. 3,00,000
To Equity Share Application A/c 3,00,000
3
(For receipt of application money on 1,50,000 equity
shares @ ₹ 2 per share)
Equity Share Application A/c Dr. 3,00,000
4 To Equity Share Capital A/c 3,00,000
(For capitalization of application money received)
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CA NITIN GOEL REDEMPTION OF PREFERENCE SHARES
Notes to Accounts:
As at As at
31.3.2022 31.12.2021
1. Share Capital
Issued, Subscribed and Paid up:
6,00,000 Equity shares of ₹ 10 each fully paid up 60,00,000 60,00,000
1,50,000 Equity shares of ₹ 10 each ₹ 7 paid up 10,50,000 -
30,000, 10% Preference shares of ₹ 100 each, ₹ 80 paid up - 24,00,000
70,50,000 84,00,000
2. Reserves and Surplus
Capital Redemption Reserve 37,50,000 18,00,000
Securities Premium 9,00,000 6,00,000
General Reserve 12,50,000 35,00,000
59,00,000 59,00,000
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Note:
Securities premium has not been utilized for the purpose of premium payable on redemption of
preference shares assuming that the company referred in the question is governed by Section 133
of the Companies Act, 2013 and comply with the Accounting Standards prescribed for them.
Amount received (excluding premium) on fresh issue of shares till the date of redemption should
be considered for calculation of proceeds of fresh issue of shares. Thus, proceeds of fresh issue of
shares are ₹ 10,50,000 (₹ 3,00,000 application money plus ₹ 7,50,000 received on allotment towards
share capital) and balance ₹ 19,50,000 to taken from general reserve account.
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PRACTICE QUESTIONS
Question 4 (RTP May 2018) / (RTP Nov 2020) (Similar) / (RTP May 2021) (Similar) Pg no._____
The following are the extracts from the Balance Sheet of ABC Ltd. as on 31st December, 2021:
Share capital: 50,000 Equity shares of ₹10 each fully paid – ₹5,00,000;
1,500 10% Redeemable preference shares of ₹100 each fully paid – ₹ 1,50,000.
Reserve & Surplus: Capital reserve – ₹1,00,000; General reserve –₹ 1,00,000; Profit and Loss
Account – ₹75,000.
On 1st January 2022, the Board of Directors decided to redeem the preference shares at
premium of 10% by utilization of reserves. You are required to prepare necessary Journal
Entries including cash transactions in the books of the company.
Question 5 Pg no._____
Extract of ledger balances of Kalpana Ltd. as on 31 March, 2022 includes the following:
st
₹
2,000, 12% Preference shares of ₹ 100 each, fully paid 2,00,000
Surplus 40,000
Securities Premium 12,000
Under the terms of issue, the preference shares are redeemable on 31st March, 2022 at a
premium of 10%. The directors desire to make a minimum fresh issue of equity shares of ₹ 10
each at a premium of 5% for redemption purpose. You are required to ascertain the amount
of fresh issue to be made and pass necessary journal entries in the books of the company.
Question 6 (Inter Jan 2021) (12 Marks) / (RTP Nov 2021) (Similar) Pg no._____
The Capital structure of a company BK Ltd. consists of 30,000 Equity Shares of ₹ 10 each fully
paid up and 2,000 9% Redeemable Preference Shares of ₹ 100 each fully paid up as on
31.03.2022. The other particulars as at 31.03.2022 are as follows:
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Amount (₹)
General Reserve 1,20,000
Profit & Loss Account 60,000
Investment Allowance Reserve (not free for distribution as dividend) 15,000
Cash at Bank 1,95,000
Preference Shares are to be redeemed at a premium of 10%. For the purpose of redemption,
the directors are empowered to make fresh issue of Equity Shares at per after utilizing the
undistributed reserve & surplus, subject to the conditions that a sum of ₹ 40,000 shall be
retained in General Reserve and which should not be utilized.
Company also sold investment of 4500 Equity Shares in G Ltd., costing ₹ 45,000 at ₹ 9 per
share. Pass Journal entries to give effect to the above arrangements and also show how the
relevant items will appear in the Balance Sheet as at 31.03.2022 of BK Ltd., after the
redemption is carried out.
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₹
Liabilities
Authorized Capital
1,50,000 Equity shares of ₹ 10 each 15,00,000
30,000 10% Redeemable Preference shares of ₹ 100 each 30,00,000
45,00,000
Issued, subscribed and paid up
90,000 Equity shares of ₹ 10 each 9,00,000
15,000 10% Redeemable Preference shares of ₹ 100 each 15,00,000
Reserves & Surplus
Securities Premium 18,00,000
General Reserve 16,50,000
Profit & Loss A/c 1,20,000
7500, 9% Debentures of ₹ 100 each 7,50,000
Trade Payables 2,12,500
69,32,500
Assets
Non-Current Assets
Property Plant & Equipment 31,60,000
Investments (Market Value ₹ 17,40,000) 14,70,000
Trade Receivables 17,60,000
Cash & Bank Balance 5,42,500
69,32,500
In Annual General Meeting held on 15th May, 2021 the company passed following resolutions:
a) To redeem 10% preference shares at a premium of 5%.
b) To redeem 9% Debentures by making offer to Debenture holders to convert their holding
into equity shares at ₹ 40 per share or accept cash on redemption.
c) To issue fully paid bonus shares in the ratio of one equity share for every three shares held
on 31st March, 2021.
d) Redemption of preference shares and debentures will be paid through company’s cash &
bank balance subject to leaving a minimum cash & bank balance of ₹ 2,00,000.
e) To issue sufficient number of equity shares @ ₹ 40 per share if required to finance
redemption of Preference Shareholders and debenture holders.
On 5th June, 2021 investments were sold for ₹ 16,80,000 and preference shares were
redeemed.
30% of Debenture holders exercised their option to accept cash and their claims were settled
on 1st August, 2021. The bonus issue was concluded by 10th August, 2021.
You are requested to journalize the above transactions including cash transactions and
prepare Balance Sheet as at 30th September, 2021. All working notes should form part of your
answer.
(Ans: Balance Sheet Total 53,20,000)
Question 9 (Inter Nov 2018) (5 Marks) Pg no._____
Explain the conditions when a company should issue new equity shares for redemption of the
preference shares. Also discuss the advantages and disadvantages of redemption of
preference shares by issue of equity shares.
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