Page 1
?
LEARNING OUTCOMES
33
*
REDEMPTION OF
DEBENTURES
After studying this chapter, you will be able to–
? Understand about the redemption of debentures;
? Understand the requirement of creation of a Debenture
Redemption Reserve and creation of Debenture Redemption
Fund (i.e. making investments for purpose of redemption of
debentures);
? Understand various methods of redemption of debentures;
? Understand the accounting treatment of redemption of
debentures;
? Solve problems based on redemption of debentures.
CHAPTER
8
Page 2
?
LEARNING OUTCOMES
33
*
REDEMPTION OF
DEBENTURES
After studying this chapter, you will be able to–
? Understand about the redemption of debentures;
? Understand the requirement of creation of a Debenture
Redemption Reserve and creation of Debenture Redemption
Fund (i.e. making investments for purpose of redemption of
debentures);
? Understand various methods of redemption of debentures;
? Understand the accounting treatment of redemption of
debentures;
? Solve problems based on redemption of debentures.
CHAPTER
8
8.2
ACCOUNTING
Types of Debentures
Security
Secured Debentures
Unsecured Debentures
Convertibility
Covertible Debentures
Non-convertible
Debentures
Permanence
Redeemable Debentures
Irredeembale Debentures
Negotiability
Registered Debentures
Bearer Debentures
Priority
First Mortgage
Debentures
Second Mortgage
Debentures
Methods of Redemption of
Debentures
By payment in
Lumpsum
By
payment in
instalments
By purchase in
open market
By
conversion
into shares
Page 3
?
LEARNING OUTCOMES
33
*
REDEMPTION OF
DEBENTURES
After studying this chapter, you will be able to–
? Understand about the redemption of debentures;
? Understand the requirement of creation of a Debenture
Redemption Reserve and creation of Debenture Redemption
Fund (i.e. making investments for purpose of redemption of
debentures);
? Understand various methods of redemption of debentures;
? Understand the accounting treatment of redemption of
debentures;
? Solve problems based on redemption of debentures.
CHAPTER
8
8.2
ACCOUNTING
Types of Debentures
Security
Secured Debentures
Unsecured Debentures
Convertibility
Covertible Debentures
Non-convertible
Debentures
Permanence
Redeemable Debentures
Irredeembale Debentures
Negotiability
Registered Debentures
Bearer Debentures
Priority
First Mortgage
Debentures
Second Mortgage
Debentures
Methods of Redemption of
Debentures
By payment in
Lumpsum
By
payment in
instalments
By purchase in
open market
By
conversion
into shares
8.3
REDEMPTION OF DEBENTURES
1. INTRODUCTION
A debenture is an instrument issued by a company under its seal, acknowledging a
debt and containing provisions as regards repayment of the principal and interest.
Under Section 71 (1) of the Companies Act, 2013, a company may issue debentures
with an option to convert such debentures into shares, either wholly or partly at
the time of redemption.
Provisions under the Companies Act, 2013
for Issue of Debentures
Section 71 (1)
A company may
issue debentures
with an option to
convert such
debentures into
shares, either
wholly or partly
at the time of
redemption.
Provided that the issue
of debentures with an
option to convert such
debentures into shares,
wholly or partly, should
be approved by a
special resolution
passed at a duly
convened general
meeting.
Section 71 (2)
No company can
issue any
debentures
which carry any
voting rights.
Section 71 (4)
Where debentures
are issued by a
company, then the
company should
create a debenture
redemption reserve
account out of the
profits of the
company available
for payment of
dividend and the
amount credited to
such account
should not be
utilised by the
company for any
purpose other than
the redemption of
debentures.
Page 4
?
LEARNING OUTCOMES
33
*
REDEMPTION OF
DEBENTURES
After studying this chapter, you will be able to–
? Understand about the redemption of debentures;
? Understand the requirement of creation of a Debenture
Redemption Reserve and creation of Debenture Redemption
Fund (i.e. making investments for purpose of redemption of
debentures);
? Understand various methods of redemption of debentures;
? Understand the accounting treatment of redemption of
debentures;
? Solve problems based on redemption of debentures.
CHAPTER
8
8.2
ACCOUNTING
Types of Debentures
Security
Secured Debentures
Unsecured Debentures
Convertibility
Covertible Debentures
Non-convertible
Debentures
Permanence
Redeemable Debentures
Irredeembale Debentures
Negotiability
Registered Debentures
Bearer Debentures
Priority
First Mortgage
Debentures
Second Mortgage
Debentures
Methods of Redemption of
Debentures
By payment in
Lumpsum
By
payment in
instalments
By purchase in
open market
By
conversion
into shares
8.3
REDEMPTION OF DEBENTURES
1. INTRODUCTION
A debenture is an instrument issued by a company under its seal, acknowledging a
debt and containing provisions as regards repayment of the principal and interest.
Under Section 71 (1) of the Companies Act, 2013, a company may issue debentures
with an option to convert such debentures into shares, either wholly or partly at
the time of redemption.
Provisions under the Companies Act, 2013
for Issue of Debentures
Section 71 (1)
A company may
issue debentures
with an option to
convert such
debentures into
shares, either
wholly or partly
at the time of
redemption.
Provided that the issue
of debentures with an
option to convert such
debentures into shares,
wholly or partly, should
be approved by a
special resolution
passed at a duly
convened general
meeting.
Section 71 (2)
No company can
issue any
debentures
which carry any
voting rights.
Section 71 (4)
Where debentures
are issued by a
company, then the
company should
create a debenture
redemption reserve
account out of the
profits of the
company available
for payment of
dividend and the
amount credited to
such account
should not be
utilised by the
company for any
purpose other than
the redemption of
debentures.
8.4
ACCOUNTING
Provided that the issue of debentures with an option to convert such debentures
into shares, wholly or partly, should be approved by a special resolution passed at
a duly convened general meeting.
Section 71 (2) further provides that no company can issue any debentures which
carry any voting rights.
Section 71 (4) provides that where debentures are issued by a company, the
company should create a debenture redemption reserve account out of the profits
of the company available for payment of dividend and the amount credited to such
account should not be utilized by the company for any purpose other than the
redemption of debentures.
Basic provisions
If a charge has been created on any asset or the entire assets of the company,
? the nature of the charge
? the asset(s) charged
are described therein.
? Since the charge is not valid unless registered with the Registrar, his
certificate registering the charge is printed on the bond.
? It is also customary to create a trusteeship in favour of one or more persons
in the case of mortgage debentures. The trustees of debenture holders have
all powers of a mortgage of a property and can act in whatever manner they
think necessary to safeguard the interest of debenture holders.
As per Rule 18(2) of the Companies (Share Capital and Debentures) Rules, 2014, the
company shall appoint debenture trustees as required under sub-section (5) of
section 71 of the Companies Act 2013, after complying with certain conditions
mentioned in that rule.
Note: Issue of debentures has already been discussed in detail at Foundation level.
Students are advised to refer the Foundation Study Material - Chapter 10 for
understanding of the requirements relating to issue of debentures.
Page 5
?
LEARNING OUTCOMES
33
*
REDEMPTION OF
DEBENTURES
After studying this chapter, you will be able to–
? Understand about the redemption of debentures;
? Understand the requirement of creation of a Debenture
Redemption Reserve and creation of Debenture Redemption
Fund (i.e. making investments for purpose of redemption of
debentures);
? Understand various methods of redemption of debentures;
? Understand the accounting treatment of redemption of
debentures;
? Solve problems based on redemption of debentures.
CHAPTER
8
8.2
ACCOUNTING
Types of Debentures
Security
Secured Debentures
Unsecured Debentures
Convertibility
Covertible Debentures
Non-convertible
Debentures
Permanence
Redeemable Debentures
Irredeembale Debentures
Negotiability
Registered Debentures
Bearer Debentures
Priority
First Mortgage
Debentures
Second Mortgage
Debentures
Methods of Redemption of
Debentures
By payment in
Lumpsum
By
payment in
instalments
By purchase in
open market
By
conversion
into shares
8.3
REDEMPTION OF DEBENTURES
1. INTRODUCTION
A debenture is an instrument issued by a company under its seal, acknowledging a
debt and containing provisions as regards repayment of the principal and interest.
Under Section 71 (1) of the Companies Act, 2013, a company may issue debentures
with an option to convert such debentures into shares, either wholly or partly at
the time of redemption.
Provisions under the Companies Act, 2013
for Issue of Debentures
Section 71 (1)
A company may
issue debentures
with an option to
convert such
debentures into
shares, either
wholly or partly
at the time of
redemption.
Provided that the issue
of debentures with an
option to convert such
debentures into shares,
wholly or partly, should
be approved by a
special resolution
passed at a duly
convened general
meeting.
Section 71 (2)
No company can
issue any
debentures
which carry any
voting rights.
Section 71 (4)
Where debentures
are issued by a
company, then the
company should
create a debenture
redemption reserve
account out of the
profits of the
company available
for payment of
dividend and the
amount credited to
such account
should not be
utilised by the
company for any
purpose other than
the redemption of
debentures.
8.4
ACCOUNTING
Provided that the issue of debentures with an option to convert such debentures
into shares, wholly or partly, should be approved by a special resolution passed at
a duly convened general meeting.
Section 71 (2) further provides that no company can issue any debentures which
carry any voting rights.
Section 71 (4) provides that where debentures are issued by a company, the
company should create a debenture redemption reserve account out of the profits
of the company available for payment of dividend and the amount credited to such
account should not be utilized by the company for any purpose other than the
redemption of debentures.
Basic provisions
If a charge has been created on any asset or the entire assets of the company,
? the nature of the charge
? the asset(s) charged
are described therein.
? Since the charge is not valid unless registered with the Registrar, his
certificate registering the charge is printed on the bond.
? It is also customary to create a trusteeship in favour of one or more persons
in the case of mortgage debentures. The trustees of debenture holders have
all powers of a mortgage of a property and can act in whatever manner they
think necessary to safeguard the interest of debenture holders.
As per Rule 18(2) of the Companies (Share Capital and Debentures) Rules, 2014, the
company shall appoint debenture trustees as required under sub-section (5) of
section 71 of the Companies Act 2013, after complying with certain conditions
mentioned in that rule.
Note: Issue of debentures has already been discussed in detail at Foundation level.
Students are advised to refer the Foundation Study Material - Chapter 10 for
understanding of the requirements relating to issue of debentures.
8.5
REDEMPTION OF DEBENTURES
2. REDEMPTION OF DEBENTURES
Debentures are usually redeemable i.e. either redeemed in cash or convertible after
a time period.
Redeemable debentures may be redeemed:
? after a fixed number of years; or
? any time after a certain number of years has elapsed since their issue; or
? on giving a specified notice; or
? by annual drawing.
A company may also purchase its debentures, as and when convenient, in the open
market. When the debentures are quoted at a discount on the Stock Exchange, it
may be profitable for the company to purchase and cancel them.
As per Rule 18 (1) of the Companies (Share Capital and Debentures) Rules, 2014, a
company shall not issue secured debentures, unless it complies with the following
conditions, namely:
a. An issue of secured debentures may be made, provided the date of its
redemption shall not exceed ten years from the date of issue:
Provided that the following classes of companies may issue secured
debentures for a period exceeding ten years but not exceeding thirty years,
(i) Companies engaged in setting up of infrastructure projects;
(ii) Infrastructure Finance Companies' as defined in clause (viia) of sub-
direction (1) of direction 2 of Non-Banking Financial (Non-deposit
Accepting or Holding) Companies Prudential Norms (Reserve Bank)
Directions, 2007;
(iii) Infrastructure Debt Fund Non-Banking Financial Companies' as defined
in clause (b) of direction 3 of Infrastructure Debt Fund Non-Banking
Financial Companies (Reserve Bank) Directions, 2011;
(iv) Companies permitted by a Ministry or Department of the Central
Government or by Reserve Bank of India or by the National Housing
Bank or by any other statutory authority to issue debentures for a
period exceeding ten years.
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