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Accounts Ch-7 Class 12th (Company - Issue of Share)

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Accounts Ch-7 Class 12th (Company - Issue of Share)

There are number of limitations of the Partnership such as:

1. Unbalanced Management
2. Limited Resources
3. Unstable Existence
4. Unlimited Liability
5. Restriction on transfer of Share

Meaning of Company – Company is an association of persons whose sole aim is to earn profit through the running of lawful business.

Definition of Company – According to Prof. Henry, Company is an artificial person created by law having separate entity with perpetual succession and a common seal.

Types of Company – 

1. Unlimited Company
2. Company Limited by Guarantee
3. Company Limited by Shares
      a.) Private Company 
      b.) Public Company
      c.) One Person Company

A) Private Company – As per the Section 2 (68) of the Companies Act 2013

     1. Restricts the rights to transfer of shares.
     2. Limit of members to 200 (excluding the present and past employees which are                  members also)
     3. Prohibits the invitation to public for subscription of securities i.e. Shares,                           Debentures etc. 
     4. Use the word Private Ltd. At the end of its name.
     5. Limited paid up Capital 1 lakh.
     6. Minimum Directors are 2.

B) Public Company - 
             As per Section 2(71) of the companies Act 2013, a public company means that company which is not a private company.

1.) No restrictions about the transfer of shares.

2.) Limit of members are unlimited.

3.) A public company can invite the public for subscription of securities.

4.) Use the word Ltd. at the end of its name.

5.) Limit of paid up Capital is 5 lakh.

6.) Minimum directors are 3.

C.) O.P.C. (One Person Company) – 
     As per the Section 2 (62) of the companies Act, 2013 One Person Company is a private limited company with one person as its member.
  1Members of O.P.C. – A natural person who is citizen and resident of India become                the member of O.P.C.
  2. Resident Of India – One person must spend 182 days in calendar year in India.
  3One person can form only one O.P.C.
  4. Paid up Share Capital should not be more than 50 lakh.
  5. Average annual turnover of three years should not be more than 2 Crore.

Shares The total capital of the company is divided into units of small denomination. The value of each unit is called share.

                             10,00,000 / 10 = 1,00,000 Units

                              1,00,000 Shares @ 10 Rs Each.

Nature of Shares  - 

❇️ Shares are movable property of the company which is transferable as per the articles of              association of company.
❇️ Shares are treated like goods so Sales of Goods Act 1930 is applicable on it.
❇️ Shares can be bought, Sold, hypothetical and bequeathed

Types of Shares - 
A. Preference Share

B. Equity Shares

A. Preference Share - 

1. They receive fixed rate of dividend before the Equity Shares.
2. On the Liquidation of company they have right to get their capital before the Equity Shares.
3. It includes two types of shares i.e. Cumulative Preference Share and Non - Cumulative              Preference Share.

B. Equity Shares - 

1. Such share holders have the right to costing the vote and Elect the directors. Directors who        run the company.
2. On the Liquidation of company they have no right to get their capital before the Preference      Share holders.

Share Capital  Share Capital refers to that capital which is raised by issue of shares.

   Kinds of Share Capital
1. Authorized Capital / Registered Capital / Nominal Capital : - 
       ❋ It refers to that amount which is stated in the M.O.A. (Memorandum Of Association).
       ❋ It is the maximum capital which a company had authority to issue the shares during its               life time.
                           1,00,000 Shares @ Rs 10 each = 10,00,000

2.  Issued Capital :-
    Ø  Issued capital is the part of Authorized Capital which is actually offered to the public for            subscription. The remaining part of authorized capital is called unissued capital which can           be issued later on.
         Issued Capital 50,000 Shares @ Rs 10 each = Rs 5, 00,000

3. Subscribed Capital :- – Subscribed Capital is that part of issued capital which has been                subscribed by the public.
 There are three types of Subscription.

a) Full Subscription –> Applied Shares    =  Issued Shares
b) Over Subscription –> Applied Shares  >  Issued Shares
c) Under Subscription –> Applied Shares <  Issued Shares

Special Note:-
company can allot the maximum up to Invited (Issued) shares.
Minimum Subscription = 90% of Issued Shares

Subscribed Capital can be present in the Balance Sheet in two ways:-

1. Subscribed and Fully paid up – When the entire Face value of per share is called up by the company and Shareholder also paid the same is called Subscribed and fully paid up.

2. Subscribed but not fully paid up  -- 
     a.) When the full face value of per share is called by the company but shareholder has not                  paid same part of it.
    b.) When the full face value of per share is not called up by the company.
   
4.  Called up Capital - It refers to that part of subscribed capital which has been called up by the      company from shareholders for payment.
    The remaining part of subscribed capital is called uncalled up capital.

5. Paid up Capital – The term paid up is the question of called up Capital which has been actually paid actually paid by the shareholder.
              Called up Capital   20,000 X 6  =  1,20,000
               Less: Calls in Arrears  20,000 X 1 =  20,000
               Paid up Capital  =                          1,00,000

Calls in ArrearsWhen a Shareholder has not been paid the amount of Allotment or Calls made by the company till the last date fixed for payment so that is called Calls in Arrears.

Reserve CapitalAccording to Section 65 of the companies Act 2013, A company may, by passing a special resolution a portion of uncalled up capital shall be called up only on the winding up of the company.
In this case such part of subscribed capital is called Reserve Capital.
This Capital is not being present in the Balance Sheet. 

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