Issue Forfeiture and Resissue of Shares
Issue Forfeiture and Resissue of Shares
LEARNING OUTCOMES
After studying this unit, you would be able to:
Appreciate various types of shares and share capital.
Learn the accounting treatment if shares issued under
different circumstances.
Differentiate the accounting treatment for under-
subscription and over-subscription of shares.
Understand the concept and accounting treatment of call-in-
arrears and call-in-advance.
Deal with the forfeiture of shares issued with different
conditions.
Journalize the entry for re-issue of shares.
Know the treatment of shares issued for consideration
other than cash.
UNIT OVERVIEW
Procedure for raising funds through
equity
Issue of prospectus inviting applications for share from
the public
Pro–rata allotment
Minimum made by
Minimum subscription Directors
subscripti not received
on
received
All
application
money
returned Allotment money
Directors make received
allotment for
shares applied
“Securities Premium
Account” is credited with
the entry for “Share
Capital Account”
Note: As per Section 53 of Companies Act, 2013 a company cannot issue shares at
discount except for in case of sweat equity shares and therefore any issue on
discount by the company will be void with company being punishable with fine.
Sweat equity shares means such equity shares as are issued by a company to its
directors or employees at a discount or for consideration, other than cash, for
providing their know-how or making available rights in the nature of intellectual
property rights or value additions, by whatever name called.
2.1 INTRODUCTION
Funds provided by the owner(s) into a business are recorded as capital. Capital of
the business depends upon the form of business organisation. Proprietor provides
capital in a sole- proprietorship business. In case of a partnership, there is more
than one proprietor, called partners. Partners introduce capital in a partnership
firm. As the maximum number of members in a partnership firm is restricted,
therefore only limited capital can be provided in such form of businesses. Moreover,
the liability of the proprietor(s) is unlimited in case of non- corporate business,
namely, sole-proprietorship and partnership.
Capital funding process for different types of business forms can be summarised as
follows:
Business Ownership Type of Liability of Owners
Organisation Capital
Sole - Proprietor - He Capital Unlimited
Proprietorship alone is the owner
of business
The total capital of the company is divided into shares, the capital of the company
is called ‘Share Capital’. At the time of issue of shares, every Company is required
to follow SEBI Regulations.
Share capital of a company is divided into following categories:
(i) Authorised Share Capital or Nominal Capital: A company estimates its
maximum capital requirements. This amount of capital is mentioned in
‘Capital Clause’ of the ‘Memorandum of Association’ registered with the
Registrar of Companies. It puts a limit on the amount of capital, which a
company is authorised to raise during its lifetime and is called ‘Authorised
Capital’. It is shown in the Share Capital schedule in the financial
statements as per the prescribed format at face value.
(ii) Issued Share Capital: A company need not issue total authorised capital.
Whatever portion of the share capital is issued by the company, it is called
‘Issued Capital’. Issued capital means and includes the nominal value of
shares issued by the company for:
1. Cash, and
2. Consideration other than cash to:
(i) Promoters of a company; and
(ii) Others.
It is also presented in the balance sheet at nominal value.
The remaining portion of the authorised capital which is not issued either in
cash or consideration may be termed as ‘Un-issued Capital’. It is not shown
in the balance sheet.
(iii) Subscribed Share Capital: It is that part of the issued share capital, which
is subscribed by the public i.e., applied by the public and allotted by the
company. It also includes the face value of shares issued by the company
for consideration other than cash.
(iv) Called-up Share Capital: Companies generally receive the issue price of
shares in instalments. The portion of the issue price of shares which a
company has demanded or called from shareholders is known as ‘Called-up
Capital’ and the balance, which the company has decided to demand in
future may be referred to as Uncalled Capital.
(v) Paid-up Share Capital: It is the portion of called up capital which is paid by
the shareholders. Whenever a particular amount is called by the company
and the shareholder(s) fails to pay the amount fully or partially, it is
known as ‘unpaid calls’ or ‘instalments (or Calls) in Arrears’. Thus,
instalments in arrears mean the amount not paid although it has been
demanded by the company as payment towards the issue price of shares.
To calculate paid-up capital, the amount of instalments in arrears is
deducted from called up capital.
ILLUSTRATION 1
A company had an authorised capital of ` 10,00,000 divided into 1,00,000 equity
shares of ` 10 each. It decided to issue 60,000 shares for subscription and received
applications for 70,000 shares. It allotted 60,000 shares and rejected remaining
applications. Upto 31-3 -2022, it has demanded or called ` 9 per share. All
shareholders have duly paid the amount called, except one shareholder, holding
5,000 shares who has paid only ` 7 per share.
Prepare a balance sheet assuming there are no other details.
SOLUTION
Balance Sheet as at 31st March, 2022
Particulars Notes No. `
EQUITY AND LIABILITIES
Shareholders’ funds
Share capital 1 5,30,000
Total 5,30,000
ASSETS
Current assets
Cash and cash equivalents 2 5,30,000
Total 5,30,000
Notes to accounts
` `
1. Share Capital
Equity share capital
Authorised share capital
1,00,000 Equity shares of ` 10 10,00,000
each Issued share capital
60,000 Equity shares of ` 10 each
6,00,000
Subscribed share capital
60,000 Equity shares of ` 10 each
Called up and Paid up share capital 6,00,000
5,30,000
It is clear from above, that details of authorised, issued and subscribed capital are
given in the Notes to Accounts but are not counted. It is only the paid-up capital i.e.,
the portion of the issued capital subscribed by shareholders which is taken into
account while totalling the liabilities side of the balance sheet.
(b) seventy days of the closure of the issue, in the case of an underwritten issue
where minimum subscription including devolvement obligations paid by the
underwriters is not received within sixty days of the closure of the issue.
The company reserves the right to reject or accept an application fully or partially.
Successful applicants become shareholders of the company and are required to
pay the second instalment which is known as ‘Allotment Money’ and unsuccessful
applicants get back their money. However, in case of delay in refunding the
money, the Company becomes liable to pay interest on the amount of refund.
Subsequent instalments, if any, to be called by the company are known as ‘Calls’.
As per Section 39 of the Companies Act, 2013, application money must be at least 5% of
the face value of shares. However, as per SEBI Regulations, the minimum
application moneys to be paid by an applicant along with the application money
shall not be less than 25% of the issue price. According to Section 24 of the
Companies Act, 2013 matters related to issue and transfer of securities will be
administered by the SEBI and not by the Company Law Board.
The issue price of shares is generally received by the company in instalments and these
instalments are known as under :
instalment ………….. Application Money
Second Instalment ………….. Allotment Money
Third Instalment ………….. Call Money
Fourth Instalment ………….. Second Call Money and so on.
Instalment Final Call Money
2.5.1Full Subscription
Issue is fully subscribed if the number of shares offered for subscription and the
number of shares actually subscribed by the public are same. To start discussion on
accounting treatment for issue of shares, let us assume that the issue is fully
subscribed.
ILLUSTRATION 2
A company invited applications for 10,000 equity shares of ` 50 each payable on
application
` 15, on Allotment ` 20, on first and final call `15. Applications are received for
10,000 shares and all the applicants are allotted the number of shares they have
applied for and instalment money was duly received by the company. Show
Journal entries in the books of the company.
SOLUTION
Journal entries in the books of a company
For application money received: Amount received along with application is
accounted as follows:
Bank A/c Dr. (Application money on allotted
share i.e.,10,000 × `15 =
`1,50,000)
To Equity Share Application A/c
At the time of allotment: Application money received from successful applicants
become part of share capital and is transferred to share capital as under:
Equity Share Application A/c Dr. (Application money on allotted share
i.e.,10,000 ×
` 15 = ` 1,50,000)
To Equity Share Capital A/c
To record amount due on allotment: When the decision is taken to allot shares,
allotment money on allotted shares falls due and is recorded as follows:
Equity Share Allotment A/c Dr. (Allotment money due at the allotted
share
i.e.,10,000 × ` 20 = ` 2,00,000)
To Equity Share Capital A/c
SOLUTIO
N
A Ltd.
Journal
2021 ` `
May 20 Bank Account Dr. 8,00,000
To Share Application A/c 8,00,000
(Application money on 40,000 shares at `
20 per share received.)
2022
Feb. 1 Share Second and Final Call Dr. 10,00,000
A/c To Share Capital 10,00,000
A/c
(Amount due on 40,000 share at ` 25 per
share on second and final call, as per
Directors resolution no... dated...)
SOLUTION
Pant Ltd.
Journal
` `
Bank A/c Dr. 12,00,000
To Equity Share Application A/c 12,00,000
(Being the application money received for 60,000
shares at
` 20 per share)
Equity Share Application A/c Dr. 12,00,000
To Equity Share Capital 10,00,00
0
A/c To Bank A/c
2,00,00
(Being share allotment made for 50,000 shares and
0
excess refunded.)
ILLUSTRATION 5
The Delhi Artware Ltd. issued 50,000 equity shares of ` 100 each and 1,00,000
preference shares of ` 100 each. The Share Capital was to be collected as
under:
All these shares were subscribed. Final call was received on 42,000 equity shares
and 88,000 preference shares. Prepare the cash book and journalise the remaining
transactions in the books of the company.
SOLUTION
Delhi Artware Ltd.
Cash Book
Dr. Cr.
` `
To Equity Shares Applications 12,50,000 By Balance c/d 14,440,000
Account (application money
on
50,000 shares at ` 25)
To Preference Share 20,00,000
Application A/c
(application money on
1,00,000
shares at ` 20)
To Equity Share Allotment A/c 10,00,000
(allotment money on
50,000
shares at ` 20)
To Preference Share Allotment 30,00,000
A/c
(allotment money on
1,00,000
shares at ` 30)
To Equity Shares First Call A/c (` 15,00,000
30 on 50,000 shares)
To Preference Share First Call 20,00,000
A/c (` 20 on 1,00,000
shares)
To Equity Shares Final Call A/c 10,50,000
(` 25 on 42,000 shares)
To Preference Share Final A/c (` 26,40,000
30 on 88,000 shares)
1,44,40,000 1,44,40,000
To Balance b/d 1,44,40,000
Journal
` `
Equity Share Application A/c Dr. 12,50,00
Equity Share Allotment A/c Dr. 0
2.7.1Accounting Treatment
When shares are issued at a premium, the premium amount is credited to a
separate account called “Securities Premium Account” because it is not a part of
share capital. Rather, it represents a gain of a capital nature to the company.
Being a credit balance, Securities premium Account is shown under the
heading, “Reserves and Surplus”. However, ‘Reserves and Surplus’ is shown as
‘shareholders’ funds in the Balance Sheet as per Schedule III. According to Section
52 of the Companies Act, 2013, Securities Premium Account may be used by the
company:
(a) Towards issue of un-issued shares of the company to be issued to members
of the company as fully paid bonus securities.
(b) To write off preliminary expenses of the company.
(c) To write off the expenses of, or commission paid, or discount allowed on any
of the securities or debentures of the company.
applicants for 12,000 shares are to be allotted 10,000 shares, i.e., on the 12,000:
10,000 or 6:5 ratio. Any applicant who has applied for 6 shares will be allotted 5
shares.
Under pro-rata allotment, the excess application money received is adjusted against
the amount due on allotment or calls. Surplus money after making adjustment
against future calls is returned to the applicants. The applicants are informed about
the allotment procedure through an advertisement in leading newspapers.
When there is a pro-rata allotment, the total application money paid by an applicant
is more than the exact amount due on application. The excess amount is treated as
an advance against allotment or any other future calls. The net amount due on
allotment or any other calls is the difference between the amount due on allotment
or any other calls and the excess amount received in application.
Accounting Entries
(a) For rejected applications:
Share Application Account Dr.
To Bank Account
(Being application money refunded for rejected
applications as per Board’s Resolution No….dated….)
(b) For pro-rata allotment:
Share Application Account Dr.
To Share Allotment Account
(Being excess application money adjusted against
allotment money as per Board’s Resolution
No….dated….)
Illustration 7
JHP Limited is a company with an authorised share capital of 10,00,000 in equity
shares of ` 10 each, of which 6,00,000 shares had been issued and fully paid on
30th June, 2021. The company proposed to make a further issue of 1,00,000 of
these ` 10 shares at a price of ` 14 each, the arrangements for payment being:
(a) ` 2 per share payable on application, to be received by 1st July, 2021;
(b) Allotment to be made on 10th July, 2021 and a further ` 5 per share
(including the premium) to be payable;
(c) The final call for the balance to be made, and the money received by 30th
April, 2022.
Applications were received for 3,55,000 shares and were dealt with as follows:
(i) Applicants for 5,000 shares received allotment in full;
(ii) Applicants for 30,000 shares received an allotment of one share for every
two applied for; no money was returned to these applicants, the surplus on
application being used to reduce the amount due on allotment;
(iii) Applicants for 3,20,000 shares received an allotment of one share for every
four applied for; the money due on allotment was retained by the company,
the excess being returned to the applicants; and
(iv) the money due on final call was received on the due date.
You are required to record these transactions (including cash items) in the
Journal of JHP Limited.
SOLUTION
Journal of JHP Limited
Date ` `
2021 Particulars
Bank A/c (Note 1 – Column 3) Dr. 7,10,000
1 To Equity Share Application A/c 7,10,000
(Being application money received on 3,55,000 shares
@ ` 2 per share)
Working Notes:
Calculation for Adjustment and Refund
Category No. of No. of Amount Amount Amount Refun Amount Amount
Shares Shares Received Required adjusted d [3 - due on received
Applie Allotte on on on 4 + Allotmen on
d for d Applicatio Application Allotmen 5] t Allotmen
n t t
(1) (2) (3) (4) (5) (6) (7) (8)
(i) 5,000 5,000 10,000 10,000 Nil Nil 25,000 25,000
(ii) 30,000 15,000 60,000 30,000 30,000 Nil 75,000 45,000
(iii) 3,20,000 80,000 6,40,000 1,60,000 4,00,000 80,000 4,00,000 Nil
TOTAL 3,55,00 1,00,00 7,10,000 2,00,000 4,30,000 80,00 5,00,000 70,000
0 0 0
Also,
(i) Amount Received on Application (3) = No. of shares applied for (1) x ` 2
(ii) Amount Required on Application (4) = No. of shares allotted (2) x ` 2
Calls-in-Arrears
Sometimes shareholders fail to pay the amount due on allotment or calls. The total
unpaid amount on one or more instalments is known as Calls-in-Arrears or Unpaid
Calls. Such amount represents the uncollected amount of capital from the
shareholders; hence, it is shown by way of deduction from ‘called-up capital’ to
arrive at paid-up value of the share capital.
For recording ‘Calls-in-Arrears’, the following journal entry is recorded :
Calls-in-Arrears A/c Dr. [Amount of Unpaid Calls]
Bank A/c Dr. [Amount received]
To Share Allotment A/c [Total allotment money due]
(Being call money/ allotment money received on .... shares at ` per share.)
Calls-in-Advance
Some shareholders may sometimes pay a part, or whole, of the amount not yet
called up, such amount is known as Calls-in-advance. According to Table F,
interest at a rate not exceeding 12 per cent p.a. is to be paid on such advance call
money. This amount is credited in Calls-in- Advance Account. The following entry is
recorded:
Bank A/c Dr. [Call amount received in
advance] To Call-in-Advance A/c
When calls become actually due, calls-in-advance account is adjusted at the time
of the call. For this the following journal entry is recorded:
Calls-in-Advance A/c Dr. [Call amount received in advance]
Period considered : From the date call Period considered: From the date
money was due to the date money is money was received to the day call
finally received. was finally made due.
Directors have a right to waive off such Shareholders are not entitled for
interest in individual cases at their own any dividend on calls
discretion. in advance.
The book entries to be passed for the adjustment of such interest are much the
same as those in case of temporary borrowings or loans raised, the only
difference being that debits are raised and credits are given to Sundry Members
Account (and not the individual accounts of shareholders) in respect of interest
recoverable on calls in arrear or that payable on call received in advance, the
corresponding entries being made in the Interest Receivable on Calls in Arrears
and Interest Payable on Calls in Advance, respectively.
The journal entries for calls-in-arrears are as follows :
(i) For interest receivable on calls-in-arrears
Shareholders’ A/c
Dr.
To Interest on calls-in-arrears A/c
(Being interest on calls in arrears at the rate of ...% made due)
(ii) For receipt of interest
Bank A/c Dr.
To Shareholders’ A/c
(Being interest money
received)
The accounting treatment of interest on Calls-in-Advance is as follows:
(i) Interest Due
Interest on Calls-in-Advance A/c Dr. [Amount of interest due
for payment]
To Shareholder’s A/c
(Being interest on calls in advance made due)
2.11FORFEITURE OF SHARES
The term ‘forfeit’ actually means taking away of property on breach of a condition.
It is very common that one or more shareholders fail to pay their allotment and/or
calls on the due dates. Failure to pay call money results in forfeiture of shares.
Forfeiture of shares is the action taken by a company to cancel the shares. The
directors are usually empowered by the Articles of Association to forfeit those
shares by serving proper notice to the defaulting shareholder(s). When shares are
forfeited, the title of such shareholder is extinguished but the amount paid to date
is not refunded to him. The shareholder then has no further claim on the company.
The power of forfeiture must be exercised strictly having regard to the rules and
regulations provided in the Articles of Association and it should be bonafide in the
interests of the company.
The Articles of a company usually authorise the Directors to forfeit shares of a
member on account of non-payment of a call or interest thereon after serving him a
prior notice as prescribed by the Articles. Directors also have the right to cancel
such forfeiture before the forfeited shares are re-allotted.
Accounting Entries
At the time of passing entry for forfeiture of shares, students must be careful
about the following matters:
(i) Amount called-up (i.e., amount credited to capital) in respect of forfeited
shares.
(ii) Amount already received in respect of those shares.
(iii) Amount due but has not been received in respect of those shares.
We know that shares can be issued at par or at a premium. Accounting entries
for forfeiture will vary according to situations.
ILLUSTRATION 11
X Ltd forfeited 20,000 equity shares of ` 10 each, ` 8 called-up, for non-payment of
first call money @ ` 2 each. Application money @ ` 2 per share and allotment
money @ ` 4 per share have already been received by the company. Give Journal
Entry for the forfeiture (assume that all money due is transferred to Calls-in-Arrears
Account).
SOLUTION
In the books of X Ltd
Journal
Date Particulars ` `
(20,000 x ` 6)
(Being the forfeiture of 20,000 equity shares of
` 10each, ` 8 called-up for non-payment of
first call money @ ` 2 each as per Board’s
Resolution No……dated….. )
To Share Final Call Account [If amount due, but not paid]
If premium received
Share Capital A/c Dr. [Called-up value]
To Share Allotment Account [If amount due, but not paid]
To Share First Call Account [If amount due, but not paid]
To Share Final Call Account [If amount due, but not paid]
ILLUSTRATION 13
Mr. Shami has applied for 1,000 shares of Company XYZ Ltd. paying application
money @ ` 2 per share but has been allotted only 600 shares. The shares have a
face value of ` 10 and a premium of ` 2 per share, which are payable as: on
Allotment- ` 5 (including premium) and on final call ` 5. Now in case Mr. Shami
doesn't pay allotment money and final call and his shares are forfeited, then
following entry will be passed on forfeiture:
SOLUTION
7. If the re-issued amount and forfeited amount (taken together) exceeds the
face value of the shares re-issued, it is not necessary to transfer such
amount to Securities Premium Account.
SOLUTION
Particulars ` `
Pass the necessary entries in the Journal of the company to record the forfeiture
and re-issue of the share. Also prepare the Balance Sheet of the company.
SOLUTION
In the books of Beautiful Co. Ltd.
Journal
Date Particulars ` `
Equity Share Capital A/c (1,500 x ` 10) Dr. 15,000
ASSETS
Current assets
Cash and cash equivalents (bank) 3,61,500
Total 3,61,500
Notes to accounts
` `
1. Share Capital
Equity share capital
Issued share
capital 3,00,000
30,000 Equity shares of ` 10 each
Subscribed, called up and paid up share
2,97,500
capital
1,500 2,99,000
29,750 Equity shares of ` 10 each
2. Add: Forfeited shares
Reserves and Surplus 59,000
Capital Reserve
Working Note :
(1) Calculation of Amount to be Transferred to Capital Reserve
Amount forfeited per share of `3Amount forfeited per share `6
Ram of Shyam
Less: Loss on re-issue per
Less: Loss on re-issue per (` 2) (` 2)
share Surplus
share
` 500
Surplus `1 `4
Transferred to Capital ` 3,000
Reserve: Ram share (500 x ` 1)
` 3,500
Shyam’s Share (750 x ` 4)
Total
ILLUSTRATION 16
A holds 2,000 shares of ` 10 each on which he has paid ` 2 as application
money. B holds 4,000 shares of ` 10 each on which he has paid ` 2 per share
as application money and ` 3 per share as allotment money. C holds 3,000
shares of ` 10 each and has paid ` 2 on application, ` 3 on allotment and ` 3 for
the first call. They all fail to pay their arrears on the second and final call and the
directors, therefore, forfeited their shares. The shares are re- issued
subsequently for ` 12 per share fully paid-up. Journalise the transactions relating to
the forfeiture and re-issue.
SOLUTION
Journal
Date Particulars ` `
Share Capital A/c (9,000 x ` 10) Dr. 90,000
To Share Allotment A/c (2,000 x 6,000
` 3) To Share First Call A/c 18,000
(6,000 x ` 3) To Share Final Call 18,000
A/c (9,000 x ` 2) 48,000
To Forfeited Shares A/c
(Being forfeiture of 9,000 shares of ` 10 each for
non- payment of allotment, first and final call money
as per Board’s Resolution No…..dated….)
Bank A/c (9,000 x ` 12) Dr. 1,08,000
To Share Capital A/c 90,000
To Securities Premium A/c 18,000
(Being the re-issue of 9,000 shares of ` 10 each @
` 12 as per Board’s Resolution No…..dated…)
Working Note:
Shareholder Money Received Money Not Received On
s
Application Allotment First Final Allotment First Final
Call Call Call Call
A 2,000 - - - 2,000 2,000 2,000
B 4,000 4,000 - - - 4,000 4,000
C 3,000 3,000 3,000 - - - 3,000
ILLUSTRATION 17
X Limited invited applications for issuing 75,000 equity shares of ` 10 each at a
premium of ` 5 per share. The total amount was payable as follows:
- ` 9 per share (including premium) on application and allotment
- Balance on the First and Final Call
Applications for 3,00,000 equity shares were received. Applications for 2,00,000
equity shares were rejected and money refunded. Shares were allotted on pro-rata
basis to the remaining applicants. The first and final call was made. The amount
was duly received except on 1,500 shares applied by Mr. Raj. His shares were
forfeited. The forfeited shares were re-issued at a discount of ` 4/- per share.
Pass necessary journal entries· for the above transactions in the books of X
Limited.
SOLUTION
Journal
Dr. Cr.
` `
1 Bank Account Dr. 27,00,000
To Share Application & Allotment A/c 27,00,000
(Being Application money on 3,00,000 shares at
` 9 per share received.)
Dr.
To Share Capital Account
ILLUSTRATION 18
X Co. Ltd. was incorporated with an authorized share capital of 90,000 equity
shares of ` 10 each. The company purchased land and buildings from Y Co. Ltd for
` 4,00,000 payable in fully paid-up shares of the company. The balance of the
shares were issued to the public, which were fully subscribed and paid for.
You are required to pass Journal Entries and to prepare the Balance Sheet.
SOLUTION
Journal
Date Particulars ` `
Land and Buildings A/c Dr. 4,00,000
To Y Co. Ltd A/c 4,00,000
(Being the land and buildings purchased from Y
Co. Ltd as per agreement dated…).
Notes to accounts
`
1. Share Capital
Equity share capital
Authorised share capital
90,000 Equity shares of ` 10 each 9,00,000
Issued share capital
90,000 Equity shares of ` 10 each
9,00,000
Subscribed Share Capital
90,000 Equity Shares of ` 10
9,00,000
each Called up and Paid up Capital
90,000 Equity Shares of ` 10 each
(Out of the above 40,000 shares have been allotted as fully 9,00,000
paid up pursuant to contract(s) without payment being
received in cash)
Plant Property and Equipment
2.
Land and Building
4,00,000
Cash and cash equivalents
3.
Balances with banks
5,00,000
SUMMARY
Total capital of the company is divided into a number of small indivisible
units of a fixed amount and each such unit is called a share.
The total capital of the company is divided into shares, the capital of the
company is called ‘Share Capital’.
Share capital of a company is divided into following categories:
(i) Authorised Share Capital or Nominal Capital; (ii) Issued Share
Capital; (iii)
Subscribed Share Capital (iv) Called-up Share Capital; (v) Paid-up Share
Capital; (vi) Reserve Share Capital
(b) ` 6.00
(c) ` 7.00
5. Dividends are usually paid as a percentage of .
(a) Authorized share capital
(b) Net profit
(c) Paid-up capital
6. As per the SEBI guidelines, on issue of shares, the application money
should not be less than
(a) 2.5% of the nominal value of shares
(b) 2.5% of the issue price of shares
(c) 25.0% of the issue price of shares
Theory Questions
1. Write short notes on:
(i) Utilization of securities premium account
(ii) Re-issue of forfeited shares
2. Distinguish between:
(i) Calls-in-Arrears and Calls-in-advance
(ii) Issue of shares for cash and Issue of Shares for Consideration other
than Cash
3. Can a company issue shares at discount?
Practical Questions
1. X Ltd. invited applications for 10 lakhs shares of ` 100 each payable as
follows :
`
Application 20
Allotment (on 1st May, 2022) 30
First Call (on 1st Oct., 2022) 30
Final Call (on 1st Feb., 2023) 20
All the shares were applied for and allotted. A shareholder holding 20,000
shares paid the whole of the amount due along with allotment. Journalise the
transactions, assuming all sums due were received. Interest was paid to the
shareholder concerned on 1st February, 2023.
2. A limited Company, with an authorized capital of ` 20,00,000 divided into
shares of
` 100 each, issued for subscription 10,000 shares payable at ` 25 per
share on application, ` 30 per share on allotment, ` 20 per share on first call
three months after allotment and the balance as and when required.
The subscription list closed on January 31, 2022 when application money
on 10,000 shares was duly received and allotment was made on March 1,
2022. All amounts due were received within one month of the date they
were called.
The allotment amount was received in full but, when the first call was made,
one shareholder failed to pay the amount on 1,000 shares held by him and
another shareholder with 500 shares paid the entire amount on his
shares.
Give journal entries in the books of the Company to record these share
capital transactions.
3. A Ltd. forfeits 100 shares of Rs.10 each fully called upon. The shareholder
failed to pay the first call money of Rs. 4 per share and the second and final
Call Money of Rs. 4 per share. Give journal entry to show the effect of this
transaction.
4. B Ltd. issued 20,000 equity shares of ` 100 each at a premium of ` 20 per
share payable as follows: on application ` 50; on allotment ` 50 (including
premium); on final call ` 20. Applications were received for 24,000 shares.
Letters of regret were issued to applicants for 4,000 shares and shares
were allotted to all the other applicants. Mr. A, the holder of 150 shares,
failed to pay the allotment and call money, the shares were forfeited. Show
the Journal Entries and Cash Book in the books of B Ltd.
© The Institute of Chartered Accountants
of India
11.74 ACCOUNTING
ANSWERS/ HINTS
True and False
1. False: Liability of the holder of shares is limited to the issue price of shares
acquired by them.
2. True: Authorised capital is the amount of capital mentioned in ‘capital clause’
of the ‘Memorandum of Association’. Authorised capital is considered only
as presentation and not considered in total of balance sheet.
3. False: Rate of preference dividend is always fixed.
4. False: According to Section 53 of the Companies Act, 2013, a Company
cannot issue shares at a discount except in the case of issue of sweat equity
shares (issued to employees and directors). Thus any issue of shares at
discount shall be void.
5. True: According to Section 53 of the Companies Act, 2013, a Company
cannot issue shares at a discount except in the case of issue of sweat equity
shares (issued to employees and directors).
6. False: As per table F, rate of interest on calls in arrears is 10%.
7. False: As per Table F, rate of interest on calls in advance is 12%.
8. False: A share on which only a fixed rate of dividend is paid every year,
without any accompanying additional rights in profits and in the surplus on
winding-up, is called 'Non-participating Preference Shares. Non-participating
preference shareholders do not enjoy voting rights.
9. True: Reissue of forfeited shares is not allotment of shares but only a sale.
10. False: Loss on re-issue should not exceed the forfeited amount.
Theoretical Questions
1. (i) Refer para 2.7.1 for utilization of securities premium account.
(ii) A forfeited share is merely a share available to the company for
sale and remains vested in the company for that purpose only.
Reissue of forfeited
shares is not allotment of shares but only a sale. The share, after
forfeiture, in the hands of the company is subject to an obligation
to dispose it off. In practice, forfeited shares are disposed off by
auction. These shares can be re- issued at any price so long as the
total amount received (from the original allottee and the second
purchaser) for those shares is not less than the amount in arrears on
those shares.
2. (i) Calls-in-Arrears: Sometimes shareholders fail to pay the amount
due on allotment or calls. The total unpaid amount on one or more
instalments is known as Calls-in-Arrears or Unpaid Calls. Such amount
represents the uncollected amount of capital from the shareholders;
hence, it is shown by way of deduction from ‘called-up capital’ to
arrive at paid-up value of the share capital.
Calls-in-advance: Some shareholders may sometimes pay a part, or whole,
of the amount not yet called up, such amount is known as Calls-in-
advance.
(ii) The shares can be issued by a company either for cash or for
consideration other than cash. Public limited companies, generally,
issue their shares for cash and use such cash to buy the various types
of assets needed in the business. Sometimes, however, a company
may issue shares in a direct exchange for land, buildings or other
assets.
3. According to Section 53 of the Companies Act, 2013, a Company cannot
issue shares at a discount except in the case of issue of sweat equity
shares (issued to employees and directors). Thus any issue of shares at
discount shall be void.
Practical Question
1. Journal of X Ltd.
2022 ` in ` in
lakhs lakhs
1 Bank A/c Dr. 200
To Share Application A/c 200
(Receipt of applications for 10 lakh shares along
with application money of ` 20 per share.)
2023
Feb. 1 Share Final Call A/c Dr. 200
To Share Capital A/c 200
(The amount due on Final Call on 10 lakh
shares @
` 20 per share, as per Directors’ resolution
no... dated...)
Feb. 1 Bank A/c Dr. 196
Calls in Advance A/c Dr. 4
To Share Final Call A/c 200
(Receipt of the moneys due on final call on
9.80 lakhs shares, the balance having been
previously received.)
Working Note:
The interest on calls in advance paid @ 12% on : `
` 6,00,000 (first call) from 1st May to 1st Oct., 2022–5 30,000
months
36,000
` 4,00,000 (final call) from 1st May to 1st Feb., 2023–9
66,000
months Total Interest Amount Due
On Forfeiture:
Share Capital A/c (150 x ` 100) 15,000
Securities Premium A/c (150 x 3,000
` 20) 10,500
To Calls in Arrears 7,500
A/c To Share
Forfeiture A/c
(Being forfeiture of 150 shares for non-payment of
allotment money and final call money as per Board’s
Resolution No….dated…)