Referring to the provisions of the Companies Act, 2013, state the conditions required to be fulfilled before a company can issue bonus shares to shareholders of the company.

CS Executive · Company Law · PYQS · June 2015
Referring to the provisions of the Companies Act, 2013, state the conditions required to be fulfilled before a company can issue bonus shares to shareholders of the company.

Answer & Explanation:

A company may issue fully paid-up bonus shares to its members, in any manner whatsoever, out of— (i) its free reserves; (ii) the securities premium account; or (iii) the capital redemption reserve account: It has been further provided that no issue of bonus shares shall be made by capitalising reserves created by the revaluation of assets. According to Section 63(2) of the Companies Act, 2013 no company shall capitalise its profits or reserves for the purpose of issuing fully paid-up bonus shares under sub-section (1), unless— (a) it is authorised by its articles; (b) it has, on the recommendation of the Board, been authorised in the general meeting of the company; (c) it has not defaulted in payment of interest or principal in respect of fixed deposits or debt securities issued by it; (d) it has not defaulted in respect of the payment of statutory dues of the employees, such as, contribution to provident fund, gratuity and bonus; (e) the partly paid-up shares, if any outstanding on the date of allotment, are made fully paid-up; (f) it complies with such conditions as may be prescribed. According to Section 63(3), the bonus shares shall not be issued in lieu of dividend. Thus, a public unlisted company or a private company planning to go for bonus issue has to follow the above mentioned conditions.

Topics: Share Capital and Debentures

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