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Class Notes

Class: XI Topic- Sources of Business Finance

Subject: Business Studies

Preference Shares:

Preference shares are shares having preferential rights to claim dividends during the lifetime of the
company and to claim repayment of capital on wind up. In case of preference shares, the percentage
of dividend is fixed i.e. the holders get the fixed dividend before any dividend is paid to other classes
of shareholders.

Features of preference shares:

1. Preference shareholders get fixed rate of dividend.

2. They get preferential position over equity share capital with respect to payment of
dividends and repayment of capital at the liquidation of the company.

3. They do not have voting rights.

4. The issue of Preference shares does not create any charge on the assets of the company.

5. Preference shares are an important source of long term finance.

Merits of Preference share Capital

 It is suitable for investors who want security and safety of returns on money
invested as preference shares carry a fixed rate of dividends.
 Preference shareholders enjoy preferential right of repayment of capital in the
event of liquidation of company.
 Preference shareholders get preference of dividend payment over equity
shareholders.
 Issue of Preference shares does not dilute the control of equity shareholders
over the management of the company as they do not have voting rights.
 Preference share capital does not create any charge on the assets of the
company therefore the assets may be use to raise long term loans.
 It is beneficial for the equity shareholders as higher dividends may be
declared for them in times of higher profits.
Demerits of Preference Share Capital

 It is not suitable for those investors who are ready to take risk and need
higher returns.
 The issue of preference shares dilutes the control of equity shareholders over
the assets of the company.
 The rate of dividend of preference shareholders is fixed, hence in times of
higher profits they do not get any benefit.
 Preference shareholders do not have voting rights hence they do not have
any say in the management of the company.
 Dividend on these shares is paid only when the company earns profit. Hence
there is no assured return for the investors.

Types OR Classes of Preference Shares

(a) With Reference to Dividend:

1. Cumulative Preference shares: Cumulative preference shares are these


preference shares, the holders of which are entitled to receive arrears of
dividend before any dividend is paid on equity shares.

2. Non-cumulative Preference shares: Non-cumulative preference shares


are those preference share, the holders of which do not have the right to
receive arrear of divided. If no dividend is declared in any year due to any
reason. Such shareholders get nothing, nor can they claim unpaid dividend
in any subsequent years.

(b) With Reference to Participation

1. Participating preference shares: such shares, in addition to the fixed


preference dividend, carry a right to participate in the surplus profit, if any,
after providing dividend at a stipulated rate to equity shareholders.

2. Non-Participating preference shares: Such shares get only a fixed rate of


dividend every year and do not have a right to participate in the surplus
profit.

(c) With Reference to Convertibility

1. Convertible preference shares: are those preference shares which have


the right/option to be converted into equity shares.
2. Non-convertible preference shares: are those preference shares which
do not have the right/option to be converted into Equity shares.

(d) With Reference to Redemption

1. Redeemable preference shares: are those preference shares the amount


of which can be redeemed by the company at the time specified for their
repayment or earlier.

2. Irredeemable preference shares: are those preference shares the amount


of which cannot be refunded by the company unless the company is wound
up. Now a company cannot issue irredeemable preference shares.

Distinction between Equity Share and Preference Share

Basic Equity Share Preference share

On Winding up, the equity share On winding up, the preference Share
capital is paid after the preference capital is paid before the Equity share
1. Refund of
share capital is paid or equity capital is paid or preference shareholder
capital
shareholder received residual have preference to get refund of capital
amount. over Equity shareholders.

Dividend is paid on Equity shares Dividend is paid on Preference share


2. Right of
after payment of dividend on before payment of dividend on Equity
dividend
preference shares. shares.

Suitable for those investors who


Suitable for those investors who want
3. Suitability are ready to take risk for higher
steady income.
returns

In normal course of business,


Equity shareholder have the right
preference shareholders do not enjoy
4. Right to to vote in meeting of shareholders
the right to vote in the meetings of
Vote and they elect director for
shareholders. But they have it only in
managing the company.
special circumstances

Equity share are not redeemable,


however, a company may buy Preference share are always
5.
back its equity shares as condition redeemable, now a company cannot
Redemption
prescribed in section 68 of the issue irredeemable preference shares.
Companies Act, 2013
Debentures

Debenture: It is a document issued by a company under its common seal


acknowledging the debt and it also contains the terms of repayment of debt and
payment of interest at a specified rate.

Features:

 Debenture holders are the creditors of the company carrying a fixed rate of
interest.
 Interest payable on a debenture is a charge against profit and hence it is a
tax deductible expenditure.
 Debenture holders do not enjoy any voting right.
 Debenture is redeemed after a fixed period of time.
 Interest on debenture is payable even if there is a loss.

Merits

 Debenture holders do not have voting rights hence they do not dilute the
control of equity shareholders over the management of the company.
 Debentures carry a fixed rate of interest. Hence the investment is safe and
income is steady.
 Debentures are secured loans. Hence they are paid first at the time of
liquidation of the company.
 Cost of issuing debentures is less as compared to the cost of issuing shares.
 Interest paid on debentures is tax deductible. Hence it is beneficial for the
company.

Demerits

 Payment of interest on debenture is compulsory and hence it becomes


burden if the company incurs loss.
 It creates a charge on the assets of the company. Hence if the company is
unable to repay its debt the debenture holders may claim the assets of the
company.
 The rate of interest paid on debentures is higher than the interest paid on
other borrowings.
 With the issue of debentures the borrowing capacity of the company
reduces.

Types of Debentures:

Convertible Debentures
Convertible debentures are those debentures which are fully converted into
specified number of equity shares after predetermined period at the option of
the debenture holders.

Non-convertible Debentures:

A non-convertible debenture is a debenture where there is no option for its


conversion into equity shares. Thus the debenture holders remain debenture
holders till maturity.

Registered Debentures:

Registered debentures are those debentures where names, address, serial


number, etc., of the debenture holders are recorded in the register book of
the company. Such debentures cannot be easily transferred to another
person.

Unregistered Debentures/ Bearer Debentures

Unregistered debentures may be referred to those debentures which are not


recorded in the company’s register book. Such a type of debenture is also
known as bearer debenture and this can be easily transferred to any other
person.

Secured Debentures

Such debentures create a charge on the assets of the company.

Unsecured Debentures

Such debentures do not create a charge on the assets of the company.

First Debentures

Debentures which are repaid before other debentures are First Debentures.

Second Debentures

Debentures which are repaid after the first debentures are Second
Debentures.

Content Prepared at home RNS

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