Redemption OF Debentures: After Studying This Unit, You Will Be Able To
Redemption OF Debentures: After Studying This Unit, You Will Be Able To
Redemption OF Debentures: After Studying This Unit, You Will Be Able To
REDEMPTION OF
DEBENTURES
LEARNING OUTCOMES
After studying this unit, you will be able to–
Understand about the redemption of debentures;
Understand the requirement of creation of Debenture
Redemption Reserve and making investments for the
purpose of redemption of debentures;
Understand various methods for redemption of debentures;
Understand the accounting treatment of redemption of
debentures;
Solve problems based on redemption of debentures.
CHAPTER OVERVIEW
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.
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 utilised 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.
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 and when 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,
the 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
against which the interest for the whole period will be credited. As a result, the
balance in the account would be left equal to the interest for the period for which
the debentures were held by the company.
3.3 ADEQUACY OF DEBENTURE REDEMPTION RESERVE (DRR)
As per Rule 18 (7) of the Companies (Share Capital and Debentures) Rules, 2014,
the company shall create a Debenture Redemption Reserve for the purpose of
redemption of debentures, in accordance with the conditions given below—
a. the Debenture Redemption Reserve shall be created out of the profits of the
company available for payment of dividend;
b. the company shall create Debenture Redemption Reserve (DRR) in accordance
with conditions given in below table:
Adequacy of Debenture
Redemption Reserve (DRR)
(i) For debentures issued by All India No DRR is required
Financial Institutions (AIFIs)
regulated by Reserve Bank of India
and Banking Companies for both
public as well as privately placed
debentures
(ii) For other Financial Institutions DRR will be as applicable to NBFCs
(FIs) within the meaning of clause registered with RBI (as per (iii)
(72) of section 2 of the Companies below)
Act, 2013
(iii) For debentures issued by NBFCs 25% of the value of outstanding
registered with RBI under section debentures issued through public
45-IA of the RBI (Amendment) Act, issue.
1997 and for Housing Finance No DRR is required in the case of
Companies registered with privately placed debentures.
National Housing Bank
(iv) For debentures issued by other 25% of the value of outstanding
companies including manufacturing debentures issued through public
and infrastructure companies issue.
Also 25% DRR is required in the case
of privately placed debentures by
listed companies.
For unlisted companies issuing
debentures on private placement
basis, the DRR will be 25% of the
value of outstanding debentures.
Note:
Where a company intends to redeem its debentures prematurely, it may provide for
transfer of such amount in Debenture Redemption Reserve as is necessary for
redemption of such debentures even it exceeds the limits specified in this sub-rule.
3.4 INVESTMENT OF DEBENTURE REDEMPTION RESERVE (DRR)
AMOUNT
Further, as per Rule 18 (7) of the Companies (Share Capital and Debentures)
Rules, 2014, every company required to create DRR shall on or before the 30th
day of April of each year, deposit or invest, as the case may be, a sum which
should not be less than 15% of the amount of its debentures maturing during the
year ending on the 31st day of March of next year, in any one or more of the
following methods, namely:
(a) in deposits with any scheduled bank, free from charge or lien;
(b) in unencumbered securities of the Central Government or of any State
Government;
(c) in unencumbered securities mentioned in clauses (a) to (d) and (ee) of
Section 20 of the Indian Trusts Act, 1882;
(d) in unencumbered bonds issued by any other company which is notified
under clause (f) of Section 20 of the Indian Trusts Act, 1882.
The amount deposited or invested, as the case may be, above should not be
utilised for any purpose other than for the repayment of debentures maturing
during the year referred to above.
Provided that the amount remaining deposited or invested, as the case may be,
shall not at any time fall below 15% of the amount of debentures maturing during
the 31st day of March of that year.
In case of partly convertible debentures, DRR shall be created in respect of non-
convertible portion of debenture issue in accordance with this sub-rule.
The amount credited to DRR shall not be utilised by the company except for the
` `
` ` `
Aug. To Bank-Debenture July By Balance 45,000
1 1 b/d
Purchased 9,975
[(10,000 x 100.25/
100) – 50]
To P & L A/c on
Cancellation of 25
debentures
(10,000 – 9,975)
Dec. To Bank-Deb. (2,500 2,462.50
15 x 98.50/ 100)
Purchased
To Profit & Loss
on Cancellation
of Debentures
(2,500 – 2,462.50) 37.50
Dec. To Balance c/d 32,500
31
45,000 45,000
Debenture Interest Account
` `
Aug. To Bank - Interest for Dec. By P & L 1,093.75
1 one month on Account
` 10,000 @ 6% 50.00
Dec. To Bank (2,500 x 6% 68.75
15 x 5.5/ 12)
Dec. To Debenture 975.00
31 holders (32,500 x
6% x 6/12)
1,093.75 1,093.75
Notes:
20X2 ` 20X2 `
Feb. To Debenture- 10,00,000 Jan. By Balance b/d 10,00,000
28 holders A/c 1
20X2 ` 20X2 `
Feb. To Debenture- 10,000 Feb. By Profit and 10,000
28 holders A/c 28 loss A/c
Debentures Redemption Reserve Investment Account
20X2 ` 20X2 `
Jan. 1 To Balance b/d 1,50,000 Feb. By Bank 1,50,000
28
Debenture Interest Account
20X2 ` 20X2 `
Feb. To Bank (10,000 x 10,000 Feb. 28 By Profit & 10,000
28 100 x 6% x 2/12) Loss A/c
Bank A/c
20X2 ` 20X2 `
Jan To Balance b/d 9,00,000 Feb. 28 By Debenture- 10,10,000
01 holders
Feb To Interest on 1,000 (10,000 x 101)
28 Debentures
Redemption
Investments
(1,50,000 x 4% x
2/12)
To Debentures By Deb. Interest A/c 10,000
Redemption
Reserve 1,50,000 By Balance c/d 31,000
investment A/c ________ ________
10,51,000 10,51,000
20X2 ` 20X2 `
Feb Jan.1 By Balance b/d 2,00,000
28
Jan.1 By Profit & Loss (b/f) 50,000
To General 2,50,000
Reserve-
note
2,50,000 2,50,000
Note
Amount to be transferred to DRR before the redemption
2,50,000 = 25 % of (10,000 X 100)
Illustration 3
Sencom Limited issued ` 1,50,000 5% Debentures on 30th September 20X0 on which
interest is payable half yearly on 31st March and 30th September. The company has
power to purchase debentures in the open market for cancellation thereof. The
following purchases were made during the year ended 31st December, 20X2 and
the cancellation were made on the same date. On 31 December 20X0, balance in
the DRR of the company was ` 25,000 and investments made for the purpose of
redemption were ` 20,000.
1st March 20X2 - ` 25,000 nominal value purchased for ` 24,725 ex-interest.
1st September 20X2 - ` 20,000 nominal value purchased for ` 20,125 cum-interest.
You are required to draw up the following accounts up to the date of cancellation:
(i) Debentures Account; and
(ii) Own Debenture (Investment) Account.
Ignore taxation.
Solution
Sencom Limited
Debenture Account
20X2 ` 20X2 `
Mar 1 To Own Debentures 24,725 Jan 1 By Balance 1,50,000
b/d
Mar 1 To Profit on cancellation 275
(25,000-24,725)
Sep 1 To Own Debentures 19,708
(Note 3)
20X2 20X2
Mar 1 To Bank 25,000 521 24,725 Mar 1 By Debentures 25,000 - 24,725
(W.N. 1) A/c
Working notes:
1. 25,000 x 5% x 5/12 = 521
Illustration 4
The following balances appeared in the books of Paradise Ltd as on 1-4-20X1:
(i) 12 % Debentures ` 7,50,000
(ii) Balance of DRR ` 1,00,000
(iii) DRR Investment 1,12,500 represented by 10% ` 1,125 Secured Bonds of the
Government of India of ` 100 each.
Annual contribution to the DRR was made on 31st March every year. On
31-3-20X2, balance at bank was ` 7,50,000 before receipt of interest. The
investment were realised at par for redemption of debentures at a premium of
10% on the above date.
You are required to prepare the following accounts for the year ended 31st
March, 20X2:
(1) Debentures Account
(2) DRR Account
(3) DRR Investment Account
(4) Bank Account
(5) Debenture Holders Account.
Solution
1. 12% Debentures Account
Date Particulars ` Date Particulars `
31st March, To Debenture 7,50,000 1st April, By Balance b/d 7,50,000
20X2 holders A/c 20X1
7,50,000 7,50,000
2. DRR Account
Date Particulars ` Date Particulars `
1st April, By Balance b/d 1,00,000
20X1
31st March, To General reserve 1st April, By Profit and loss 87,500
20X2 A/c note 1 1,87,500 20X1 A/c (Refer Note 1)
1,87,500 1,87,500
4. Bank A/c
` `
31 st
To Balance b/d 7,50,000 31 st
By 12% Debenture 8,25,000
March, To Interest on DRR 11,250 March,
` `
31 st
To Bank A/c 8,25,000 31 st
By 12% Debentures 7,50,000
March, March, By Premium on
20X2 20X2 redemption of
debentures @ 10% 75,000
8,25,000 8,25,000
Note 1 –
Illustration 5
The Summarized Balance Sheet of BEE Co. Ltd. as on 31st March, 20X1 is as under:
Liabilities ` Assets `
Share Capital : Freehold property 1,15,000
Authorised: Stock 1,35,000
30,000 Equity Shares of ` 10 each 3,00,000 Trade receivables 75,000
Issued and Subscribed: Cash 30,000
20,000 Equity Shares of ` 10 each Balance at Bank 2,00,000
fully paid 2,00,000
Profit and Loss Account 1,20,000
12% Debentures 1,20,000
Trade payables 1,15,000 ________
5,55,000 5,55,000
(b) To issue one bonus share for every five shares held.
(c) To repay the debentures at a premium of 3%.
Give the necessary journal entries and the company’s Balance Sheet after these
transactions are completed.
Solution
Journal of BEE Co. Ltd.
Dr. Cr.
` `
Bank A/c Dr. 75,000
To Equity Shareholders A/c 75,000
(Application money received on 5,000 shares @
` 15 per share to be issued as rights shares in the
ratio of 1:4)
Equity Shareholders A/c Dr. 75,000
To Equity Share Capital A/c 50,000
To Securities Premium A/c 25,000
(Share application money on 5,000 shares @ ` 10
per share transferred to Share Capital Account, and
` 5 per share to Securities Premium Account vide
Board’s Resolution dated….)
Securities Premium A/c Dr. 25,000
Profit & Loss A/c Dr. 25,000
To Bonus to Shareholders A/c 50,000
(Amount transferred for issue of bonus shares to
existing shareholders in the ratio of 1:5 vide
General Body’s resolution dated...)
Bonus to Shareholders A/c Dr. 50,000
To Equity Share Capital A/c 50,000
(Issue of bonus shares in the ratio of 1 for 5 vide
Board’s resolution dated....)
Particulars Note No `
I. Equity and liabilities
(1) Shareholder's Funds
(a) Share Capital 1 3,00,000
(b) Reserves and Surplus 2 91,400
(2) Current Liabilities
(a) Trade payables 1,15,000
Total 5,06,400
II. Assets
(1) Non-current assets
(a) Property, Plant and Equipment
(i) Tangible Assets 3 1,15,000
Notes to Accounts
`
1. Share Capital
30,000 shares of ` 10 each fully paid (5,000 3,00,000
shares of ` 10 each, fully paid issued as bonus
shares out of securities premium and P&L
Account)
2. Reserve and Surplus
Profit & Loss Account 1,20,000
Less: Premium on redemption of debenture (3,600)
Less: Utilisation for issue of bonus shares (25,000)
Less: DRR created (30,000)
61,400
General Reserve 30,000 91,400
3. Tangible assets
Freehold property 1,15,000
4. Cash and bank balances
Cash at bank (2,00,000 + 75,000 – 1,23,600) 1,51,400
Cash in hand 30,000 1,81,400
Illustration 6
The summarised Balance Sheet of Convertible Limited, as on 30th June, 20X1, stood
as follows:
Liabilities `
Share Capital: 5,00,000 equity shares of ` 10 each fully paid 50,00,000
General Reserve 75,00,000
Assets :
Solution
Convertible Limited
Balance Sheet as on July 1, 20X1
Notes to Accounts
`
1. Share Capital
6,00,000 Equity Shares (5,00,000 + 1,00,000) of 60,00,000
` 10 each (Refer WN (i))
2. Reserves and Surplus
Working Notes :
(i) Calculation of number of shares to be allotted:
Total number of debentures 1,00,000
Less: Number of debentures for which debentureholders
did not opt for conversion (25,000)
75,000
20% of 75,000 15,000
Redemption value of 15,000 debentures (15,000 x 105) ` 15,75,000
Number of Equity Shares to be allotted :
15,75,000
= = 1,00,000 shares of ` 10 each.
15.75
(ii) Calculation of cash to be paid: `
Total number of debentures 1,00,000
Less : number of debentures to be converted into equity shares (15,000)
Balance 85,000
Redemption value of 85,000 debentures (85,000 × ` 105) ` 89,25,000
(iii) Cash and Bank Balance:
Balance before redemption 75,00,000
SUMMARY
Debenture may create a charge against some or all the assets of the company.
Charge may be fixed or floating, depends upon the condition of issue.
Debentures may be redeemed after a fixed number of years or after a certain
period has elapsed.
For redemption of debentures, a company should maintain Debenture
Redemption Reserve.
Methods of redemption: lumpsum payment; payment in instalments and purchase
of debentures in open market.
ANSWERS/ HINTS
MCQ
1. (c) 2. (b) 3. (b)
THEORETICAL QUESTIONS
ANSWER 1
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.
For details, refer para 2 of the chapter.
Answer 2
1. A company issuing debentures is required to create a debenture redemption
reserve account out of the profits available for distribution of dividend and
amounts credited to such account cannot be utilised by the company except
for redemption of debentures. Such an arrangement would ensure that the
company will have sufficient liquid funds for the redemption of debentures at
the time they fall due for payment. For details, refer para 3.1.
PRACTICAL QUESTIONS
Answer 1
Calculation of number of equity shares to be allotted
Number of
debentures
Total number of debentures 20,000
Less: Debenture holders not opted for conversion (2,500)
Debenture holders opted for conversion 17,500
Option for conversion 20%
Number of debentures to be converted (20% of 17,500) 3,500
Answer 3
MK Ltd.’s Ledger
(i) Debentures Account
` `
31.5.X1 To Own 7,84,000 1.4.X1 By balance 50,00,000
Debentures b/d
(8,000 X 98)
31.5.X1 To Profit on 16,000
cancellation
31.3.X2 To balance c/d 42,00,000
50,00,000 50,00,000
` `
31.5.X1 To Bank (Interest for 2 12,000 31.3.X2 By Profit and 3,90,000
months on 8,000 Loss A/c
debentures) (b.f.)
30.9.X1 To Bank (Interest for 6
months on 42,000 1,89,000
debentures)
31.3.X2 To Bank (Interest for 6
months on 42,000 1,89,000
debentures)
3,90,000 3,90,000
7,50,000 7,50,000
Working Note:
Answer 4
12% Debentures Account
31st March, To General 4,00,000 1st April, By Profit and loss 1,50,000
20 X2 Reserve A/c 20 X1 A/c (16,00,000 X
25%)
4,00,000 4,00,000