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Long Answer Questions · Q6

Q.Differentiate between redemption of debentures out of capital and out of profits.

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The key difference is that redemption out of capital reduces the company's paid-up capital and requires a fresh issue of shares or debentures to maintain capital, while redemption out of profits transfers an equivalent amount from profits to a Capital Redemption Reserve (CRR) to protect creditors.

The Concept: Why the Distinction Matters

When a company redeems its debentures, it is repaying a loan. The money used to pay off debenture holders can come from two sources: the company's capital (shareholders' funds) or its profits (revenue reserves). The accounting treatment differs fundamentally because of a legal safeguard under the Companies Act.

The core principle is capital maintenance. If a company uses its profits to redeem debentures, those profits are no longer available for distribution as dividends. But if it uses capital, the company's net assets shrink by the redemption amount. To prevent this from harming creditors, the law requires that when debentures are redeemed out of profits, an amount equal to the face value of debentures redeemed must be transferred to a Capital Redemption Reserve (CRR). This reserve is treated as part of shareholders' funds and cannot be distributed as dividends (it can only be used for issuing bonus shares).

The Accounting Treatment: Side-by-Side Comparison

Let's assume a company has ₹1,00,000 10% Debentures redeemable at par. We'll see the entries under each method.

1. Redemption Out of Capital

Here, the company uses funds from its share capital or borrowings (e.g., a fresh issue of shares or debentures). The paid-up capital remains intact because the redemption is financed by new capital.

Journal Entries:

DateParticularsL.F.Debit (₹)Credit (₹)
10% Debentures A/c Dr.1,00,000
To Debentureholders A/c1,00,000
(Being amount due on redemption)
Debentureholders A/c Dr.1,00,000
To Bank A/c1,00,000
(Being payment made to debentureholders)

No Capital Redemption Reserve is created. The source of funds (e.g., fresh issue of shares) is recorded separately.

2. Redemption Out of Profits

Here, the company uses its accumulated profits (e.g., General Reserve, Profit & Loss A/c). The law mandates that profits equal to the face value of debentures redeemed must be capitalised.

Journal Entries:

DateParticularsL.F.Debit (₹)Credit (₹)
10% Debentures A/c Dr.1,00,000
To Debentureholders A/c1,00,000
(Being amount due on redemption)
Debentureholders A/c Dr.1,00,000
To Bank A/c1,00,000
(Being payment made to debentureholders)
Profit & Loss A/c (or General Reserve) Dr.1,00,000
To Capital Redemption Reserve A/c1,00,000
(Being transfer of profits to CRR as per Section 52 of Companies Act)
Watch out

A common mistake is to think CRR is created only when debentures are redeemed out of capital. It's the opposite — CRR is created when redemption is out of profits. The purpose is to lock away profits so they aren't distributed, maintaining the capital base.

Summary of Differences

BasisRedemption Out of CapitalRedemption Out of Profits
Source of fundsFresh issue of shares/debentures or existing share capitalAccumulated profits (General Reserve, P&L A/c)

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