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Buy- Back of Shares and  Redemption of Preference shares Concepts, accounting treatment, Income tax applications. By Prof.Augustin Amaladas M.Com., AICWA.,PGDFM.,B.Ed. Prof. Shanthi Augustin M.Com., M.Phil., MBA., B.Ed.
An old lady, with shabby looks was picking up something from the sea shore  but the people, scared of her, did not allow their children to go near her. What was she picking? Why were the people scared of her?
Did she pick up  Shells or Stones? Think, before having a look at the next slide.
She picked up broken pieces of glass Why did she pick up these?
So that these pieces  should not harm the children. Judge not by the looks or colour!!!!!
Meaning of Redemption ,[object Object]
Buy- Back of shares-Meaning ,[object Object],[object Object]
Methods of pr-purchase of shares in the USA ,[object Object],[object Object],[object Object],[object Object]
2. Fixed price tender offer ,[object Object],[object Object],[object Object]
Method-3.  Dutch auction share repurchases   ,[object Object],[object Object],[object Object]
4.Equal access buy-backs ,[object Object]
5.Selective buy-backs ,[object Object]
Employees’ stock option re-purchase ,[object Object]
on-market buy-backs and minimum holding buy-back ,[object Object],[object Object]
Contradicting sections on Buy- back of shares in India ,[object Object],[object Object]
Section-77 of the Companies Act ,[object Object],[object Object]
Other sections to protect the interest of outsiders ,[object Object],[object Object],[object Object],[object Object]
Debentures can not be issued to redeem preference shares ,[object Object],[object Object]
Rules for redemption of preference shares ,[object Object],[object Object],[object Object],[object Object]
Rule-2 ,[object Object]
Rule-3 ,[object Object],[object Object]
What is the mechanism of using revenue profit to CRR account? ,[object Object],[object Object],[object Object],[object Object],[object Object]
If there is no revenue profits? ,[object Object]
If free reserves used For redemption CRR to Fully paid up Bonus shares Bonus shares to  Equity shares Revenue profit to  Be transferred to  CRR account Steps from Left to right Redemption of  Preference shares
If fresh issue of shares Issued for redemption with  CRR Cash received to the extend of  Nominal  value  of shares Premium on issue to be accounted  separately + CRR = Nominal value of Redeemable preference shares Note
Divisible profits or Profits for redemption 1.Profit and loss Account 2.Reserves 3.Investment fluctuation  Reserve 4.Dividend equalisation  reserve 1.Security premium 2.Capital Redemption  Reserve Account 3.Development rebate reserve 4. Capital profits/reserve 6. Statutory reserve 7. Profits prior to Incorporation Not divisible/Capital  profits Kept in the company for ever (Married) Can be used for any purpose (bachelor)
If loss occurred due to sale of  Any asset Set off such capital with  Capital reserve If not enough Set off against revenue Profit. the balance is  DIVISIBLE PROFITS
Premium on redemption To be set off against existing  security premium account and new  Security premium on fresh issue of shares If not enough Reduce such deficit with revenue profits  Then calculate divisible profits.
Amalgamation cost of acquisition of the asset of old company deemed to be the cost of acquisition of the new company(continuing company conversion of bonds or debentures, debenture-stock  the cost of acquisition of the asset to the assessee shall be deemed to be that part of the cost of debenture, debenture- stock or deposit certificates in relation to which such asset is acquired by the assessee.  If Section 2(1B) is fulfilled it does not attract capital gain as per Income tax Act  to share holders. Section 2(1B) states that all assets and liabilities to be transferred to the new company and the new company should be an Indian company. At least 75% of share holders should be the shareholders of the new company(acquiring company)
Demerger ,[object Object],[object Object]
Buy back of shares( Sec.77A) ,[object Object],[object Object]
How? ,[object Object]
[object Object],[object Object],[object Object]
Buy back of shares ,[object Object],[object Object],[object Object]
Buy back and Companies Act ,[object Object],[object Object],[object Object],[object Object],[object Object]
Maximum Buy back ,[object Object]
Other conditions ,[object Object],[object Object],[object Object],[object Object],[object Object]
Buy-Back from whom? ,[object Object],[object Object],[object Object],[object Object]
Thank you Help your father/mother in cooking Do your house hold work Without giving excuses.

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Buy Back Of Shares,

  • 1. Buy- Back of Shares and Redemption of Preference shares Concepts, accounting treatment, Income tax applications. By Prof.Augustin Amaladas M.Com., AICWA.,PGDFM.,B.Ed. Prof. Shanthi Augustin M.Com., M.Phil., MBA., B.Ed.
  • 2. An old lady, with shabby looks was picking up something from the sea shore but the people, scared of her, did not allow their children to go near her. What was she picking? Why were the people scared of her?
  • 3. Did she pick up Shells or Stones? Think, before having a look at the next slide.
  • 4. She picked up broken pieces of glass Why did she pick up these?
  • 5. So that these pieces should not harm the children. Judge not by the looks or colour!!!!!
  • 6.
  • 7.
  • 8.
  • 9.
  • 10.
  • 11.
  • 12.
  • 13.
  • 14.
  • 15.
  • 16.
  • 17.
  • 18.
  • 19.
  • 20.
  • 21.
  • 22.
  • 23.
  • 24. If free reserves used For redemption CRR to Fully paid up Bonus shares Bonus shares to Equity shares Revenue profit to Be transferred to CRR account Steps from Left to right Redemption of Preference shares
  • 25. If fresh issue of shares Issued for redemption with CRR Cash received to the extend of Nominal value of shares Premium on issue to be accounted separately + CRR = Nominal value of Redeemable preference shares Note
  • 26. Divisible profits or Profits for redemption 1.Profit and loss Account 2.Reserves 3.Investment fluctuation Reserve 4.Dividend equalisation reserve 1.Security premium 2.Capital Redemption Reserve Account 3.Development rebate reserve 4. Capital profits/reserve 6. Statutory reserve 7. Profits prior to Incorporation Not divisible/Capital profits Kept in the company for ever (Married) Can be used for any purpose (bachelor)
  • 27. If loss occurred due to sale of Any asset Set off such capital with Capital reserve If not enough Set off against revenue Profit. the balance is DIVISIBLE PROFITS
  • 28. Premium on redemption To be set off against existing security premium account and new Security premium on fresh issue of shares If not enough Reduce such deficit with revenue profits Then calculate divisible profits.
  • 29. Amalgamation cost of acquisition of the asset of old company deemed to be the cost of acquisition of the new company(continuing company conversion of bonds or debentures, debenture-stock the cost of acquisition of the asset to the assessee shall be deemed to be that part of the cost of debenture, debenture- stock or deposit certificates in relation to which such asset is acquired by the assessee. If Section 2(1B) is fulfilled it does not attract capital gain as per Income tax Act to share holders. Section 2(1B) states that all assets and liabilities to be transferred to the new company and the new company should be an Indian company. At least 75% of share holders should be the shareholders of the new company(acquiring company)
  • 30.
  • 31.
  • 32.
  • 33.
  • 34.
  • 35.
  • 36.
  • 37.
  • 38.
  • 39. Thank you Help your father/mother in cooking Do your house hold work Without giving excuses.