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Short Answer Questions · Q8

Q.Write a brief note on "Minimum Subscription".

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Minimum Subscription is the minimum amount that must be subscribed and allotted by a company before it can proceed with the allotment of shares; if not met, the application money must be refunded.

Concept and Accounting Treatment of Minimum Subscription

Minimum Subscription is a legal requirement under the Companies Act, 2013. It refers to the minimum amount that a company must receive from applicants before it can allot shares. The purpose is to ensure that the company has sufficient funds to commence its business operations and that the issue is not a failure.

The rule is simple: If the amount received as application money (including any amount payable on application) is less than the minimum subscription, the company cannot allot any shares. The entire application money must be refunded to the applicants within the prescribed time.

Why is this important?

  • It protects investors from companies that may not have enough capital to start business.
  • It ensures the company has a genuine base of shareholders.
  • It prevents frivolous or under-subscribed issues.

Accounting Treatment:

  • When application money is received, it is credited to Share Application Account (a liability).
  • If minimum subscription is not met, the Share Application Account is debited and Bank Account is credited to refund the money.
  • If minimum subscription is met, the application money is transferred to Share Capital Account on allotment.

Key Points to Remember:

  • Minimum subscription is 90% of the issued amount (for public issues).
  • It must be received within 30 days of the issue opening.
  • If not met, the company must refund within 15 days of the closure of the issue.
  • Failure to refund attracts interest at 15% per annum.
Watch out

A common mistake is to think minimum subscription applies only to the first issue. It applies to every public issue of shares. Also, it is not the same as "minimum application" (the minimum number of shares an applicant can apply for).

Tip

In exam problems, if the question says "the company received applications for X shares" and X is less than 90% of the issued shares, you know minimum subscription is not met. Immediately think: refund all application money.

Example to Illustrate …

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