“Dividend” means a distribution of any sums to Members by the Company out of profits and wherever permitted out of free reserves available with the Company.
Dividend is basically a return on investment made by an investor in any Company. Generally when business of any company is thriving, Company either resorts to reinvest the profits into the business or distribute a part of their earning among the shareholders as dividend on shares.
Based on the profit or retained earnings, management of the Company may decide for quantum of the dividend to be paid.
This document provides an overview of practical aspects of board meetings under the Companies Act, 2013, including essential requirements, number of meetings, convening meetings, quorum, conducting meetings through video conferencing, and resolution by circulation.
Some key points covered include that a company must hold a minimum of 4 board meetings annually with maximum gap of 120 days, proper notice must be provided, quorum is 1/3 of total directors or 2 directors whichever is higher, interested directors cannot be counted for quorum, certain matters cannot be dealt with through video conferencing, and resolutions can be passed by circulation by approval of majority of directors.
This document outlines the procedures and requirements for board meetings held through video conferencing. It specifies that the chairperson and company secretary must record proceedings, prepare minutes, and store recordings securely. Directors wishing to participate virtually must provide prior notice and state their name, location, and that no unauthorized persons are present at their location. The meeting must maintain quorum throughout and follow procedures for voting, decision summaries, and attendance recording. Certain matters like annual financial statements cannot be dealt with virtually. Requirements are also outlined for audit committees, vigil mechanisms, director interest disclosures, related party loans, and maintaining a loan/investment register.
The document discusses various aspects of winding up companies in India. It begins by defining winding up and dissolution, and outlines the key differences. It then discusses reasons for winding up a company and the different modes of winding up, including compulsory winding up ordered by the court, and voluntary winding up by members or creditors. The roles and powers of liquidators and the court during the winding up process are also summarized.
The document discusses various aspects of winding up a company in India. It defines winding up as the process by which a company is dissolved and its assets realized to pay debts. There are three main types of winding up: compulsory by tribunal, members' voluntary, and creditors' voluntary. The tribunal can order compulsory winding up for reasons like inability to pay debts or acting against public interest. Voluntary winding up involves shareholder or creditor resolutions. Winding up has consequences like stay of legal proceedings and responsibility of directors to submit company records to the tribunal or liquidator.
The document discusses various aspects related to directors of a company under Indian law. It defines a director and outlines the minimum and maximum number of directors a company can have. It discusses the types of directors like independent, nominee, and alternate directors. It covers the appointment, tenure, duties, and removal of directors. The key ways directors can be appointed include by shareholders, board of directors, third parties, and the central government.
1. Allotment refers to the acceptance of an offer to purchase shares. For allotment to be valid, certain requirements must be met including delivery of a prospectus to regulators, minimum application amounts, and minimum subscription levels being received.
2. Shares must also be listed on the stock exchange(s) mentioned in the prospectus.
3. Companies must complete allotment within 30 days of the subscription closing and obtain stock exchange approval for the basis of allotment. They must also complete trading formalities within 7 days of finalizing the allotment basis.
The document discusses various requirements for directors and key managerial personnel under the Companies Act 2013. It outlines the minimum and maximum number of directors allowed for different types of companies. It also discusses requirements for appointing independent directors, woman directors, and small shareholders' directors. Other topics covered include director identification numbers, appointment and vacation of directorship, resignation and removal of directors, and requirements for appointing key managerial personnel.
This document provides an overview of practical aspects of board meetings under the Companies Act, 2013, including essential requirements, number of meetings, convening meetings, quorum, conducting meetings through video conferencing, and resolution by circulation.
Some key points covered include that a company must hold a minimum of 4 board meetings annually with maximum gap of 120 days, proper notice must be provided, quorum is 1/3 of total directors or 2 directors whichever is higher, interested directors cannot be counted for quorum, certain matters cannot be dealt with through video conferencing, and resolutions can be passed by circulation by approval of majority of directors.
This document outlines the procedures and requirements for board meetings held through video conferencing. It specifies that the chairperson and company secretary must record proceedings, prepare minutes, and store recordings securely. Directors wishing to participate virtually must provide prior notice and state their name, location, and that no unauthorized persons are present at their location. The meeting must maintain quorum throughout and follow procedures for voting, decision summaries, and attendance recording. Certain matters like annual financial statements cannot be dealt with virtually. Requirements are also outlined for audit committees, vigil mechanisms, director interest disclosures, related party loans, and maintaining a loan/investment register.
The document discusses various aspects of winding up companies in India. It begins by defining winding up and dissolution, and outlines the key differences. It then discusses reasons for winding up a company and the different modes of winding up, including compulsory winding up ordered by the court, and voluntary winding up by members or creditors. The roles and powers of liquidators and the court during the winding up process are also summarized.
The document discusses various aspects of winding up a company in India. It defines winding up as the process by which a company is dissolved and its assets realized to pay debts. There are three main types of winding up: compulsory by tribunal, members' voluntary, and creditors' voluntary. The tribunal can order compulsory winding up for reasons like inability to pay debts or acting against public interest. Voluntary winding up involves shareholder or creditor resolutions. Winding up has consequences like stay of legal proceedings and responsibility of directors to submit company records to the tribunal or liquidator.
The document discusses various aspects related to directors of a company under Indian law. It defines a director and outlines the minimum and maximum number of directors a company can have. It discusses the types of directors like independent, nominee, and alternate directors. It covers the appointment, tenure, duties, and removal of directors. The key ways directors can be appointed include by shareholders, board of directors, third parties, and the central government.
1. Allotment refers to the acceptance of an offer to purchase shares. For allotment to be valid, certain requirements must be met including delivery of a prospectus to regulators, minimum application amounts, and minimum subscription levels being received.
2. Shares must also be listed on the stock exchange(s) mentioned in the prospectus.
3. Companies must complete allotment within 30 days of the subscription closing and obtain stock exchange approval for the basis of allotment. They must also complete trading formalities within 7 days of finalizing the allotment basis.
The document discusses various requirements for directors and key managerial personnel under the Companies Act 2013. It outlines the minimum and maximum number of directors allowed for different types of companies. It also discusses requirements for appointing independent directors, woman directors, and small shareholders' directors. Other topics covered include director identification numbers, appointment and vacation of directorship, resignation and removal of directors, and requirements for appointing key managerial personnel.
The document summarizes provisions related to meetings under the Companies Act, including:
- Types of meetings like statutory meetings, annual general meetings, extraordinary general meetings, and meetings of creditors/debenture holders.
- Requirements for statutory meetings like approving a statutory report within 3-6 months of commencement of business.
- Requirements for annual general meetings like holding the first AGM within 18 months of incorporation and subsequent AGMs within 4 months of financial year end.
- Provisions for extraordinary general meetings, including who can call them and notice requirements.
- Other meeting provisions around quorum, voting, proxies, and maintenance of minutes.
This document summarizes key provisions around the appointment and removal of auditors under Section 139-140 of the Companies Act 2013. It discusses the periods of appointment for individual and audit firm auditors, requirements around rotation of auditors and filling casual vacancies. It also outlines the process for reappointing retiring auditors, circumstances allowing removal of auditors before the end of their term, requirements for auditor resignation, and removal of auditors by the central government.
Dividends can only be declared out of profits for the financial year after accounting for depreciation. The dividend rate cannot exceed the average of rates over the past three years. Only 10% of profits after taxes can be paid as dividends, with the remaining balance maintaining a minimum 15% of paid up capital in reserves. Companies must first offset any losses from previous years before declaring dividends for the current year.
There are three ways a company director can be removed:
1. By shareholders through an ordinary resolution with proper notice and opportunity for the director to be heard.
2. By the central government on recommendation from the high court if the director is found unfit for office based on grounds like oppression or mismanagement.
3. By the Company Law Board/Tribunal through reconstituting the board if oppression or mismanagement of shareholders is found upon application from shareholders. Removed directors may be barred from managerial roles for 5 years without court approval.
This document discusses resolutions of companies under Pakistani law. It defines resolutions as decisions made at meetings and describes three types of resolutions: ordinary resolutions which pass with a simple majority, special resolutions which require 75% of votes, and resolutions requiring special notice which require advance notice and may pass with a simple or super majority. It provides examples of when each type of resolution is required, such as altering company documents or voluntary winding up which require special resolutions, and appointing auditors which can require resolutions with special notice.
The document discusses underwriting, which is an agreement where underwriters take on the risk of purchasing securities from an issuer in the event that the public demand is insufficient. It describes different types of underwriting arrangements and the roles and responsibilities of underwriters. It also outlines the eligibility criteria, registration process, operational guidelines, and record keeping requirements for underwriters according to SEBI regulations in India. As an example, it summarizes that Alibaba's 2014 IPO raised over $20 billion with six major banks serving as equal lead underwriters.
The document discusses oppression and mismanagement under company law. It defines oppression as any burdensome, harsh or wrongful act according to the dictionary. Lord Cooper defined oppression as conduct that departs from fair dealing and violates shareholders' expectations of fair play. The document outlines the grounds and process for applying for relief from oppression or mismanagement under Sections 397 and 398 of the Indian Companies Act, including required applicants and possible reliefs.
(1) The document discusses various types of shares such as equity shares, preference shares, and their characteristics. It explains concepts like share capital, types of share capital, rights of shareholders, and types of preference shares.
(2) It also covers topics like allotment of shares, declaration of dividends, transfer of shares, transmission of shares, and increase of share capital. Methods to increase capital include further issue of shares, rights issues, and conversion of loans or debentures into equity.
(3) SEBI guidelines related to rights issues are also summarized, setting limits on fund raising and requiring measures like underwriting and minimum subscription.
Board of directors - Powers & RestrictionsAnit Vattoly
The board of directors of a company has the authority to exercise all powers and perform all acts that the company is authorized to exercise and perform. However, the board is subject to restrictions imposed by law or the company's memorandum and articles of association. Certain important powers of the board, such as borrowing money, must be exercised through board resolutions. The company can further restrict the board's powers through shareholder resolutions. Special shareholder resolutions are required for matters like selling all or substantially all of the company's assets or borrowing money beyond certain limits. The board is also limited in the amounts it can contribute to political parties.
It is a presentation on basic introduction to the subject of CLSP - Management of Company. This is published only for education and information purpose.
MEETINGS OF BOARD AND ITS POWERS COMPANIES ACT 2013ABC
The document discusses rules regarding board meetings and loans to directors according to the Companies Act 2013. It states that companies can hold board meetings through video conferencing if they follow certain procedures to ensure security and record accurate minutes. It also prohibits companies from directly or indirectly lending money to directors, with some exceptions. Loans to directors require prior approval from shareholders. Companies must maintain registers of loans, investments, and interests declared by directors.
Objectives & Agenda :
Companies procure funds from various stakeholders by way of debentures, bonds, etc. In addition, they procure funds by way of inviting / accepting deposits from the public. In order to protect the interest of the depositors, stringent provisions are laid down in Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules. This webinar provides an overview of the term deposits, inclusions and exclusions, eligible companies to accept deposits, conditions for acceptance of deposits, procedural aspects, penal provisions and income tax implications.
This document defines company law and outlines the key characteristics of a company. A company is an association of individuals who come together for a common purpose of doing business and earning profit. It must be registered under the Companies Act. Some key characteristics include:
1) It is a separate legal entity distinct from its members.
2) It has perpetual succession - members may change but the company continues indefinitely.
3) Members have limited liability - their liability is limited to their investment in the company.
4) It can enter into contracts, sue others, and be sued as a separate legal entity.
The document also discusses advantages like mobilizing large resources and separating ownership and control, and disadvantages like reduced
This document discusses various types of company meetings under Pakistani company law, including statutory meetings, annual general meetings, and extraordinary general meetings. It outlines the requirements for each type of meeting, such as quorum, notice periods, and agenda items. It also covers topics like resolutions (ordinary vs special), proxies, political contributions, and gift distributions by companies.
The document discusses various aspects of dividends, including:
1) Types of dividends such as interim, final, special dividends.
2) Sources of dividends including current year's profits, previous years' undistributed profits, and capital profits.
3) Procedures for declaring dividends including recommendation by the board of directors, approval by shareholders, payment within 30 days of declaration.
The document discusses various provisions under section 60-65 of the Indian Income Tax Act regarding clubbing of income. It summarizes the key conditions where income from assets may be taxed in the hands of the transferor rather than the transferee. This includes situations involving revocable transfers, transfers to a spouse or minor child without adequate consideration, and transfers for the benefit of the transferor's spouse or son's wife. Exceptions to clubbing are provided if the transfer was made for adequate consideration or under separation agreement.
This document discusses prospectuses, which are formal legal documents that must be filed with securities regulators when a company makes a public offering of shares or debentures. A prospectus provides important details that investors need to make informed decisions, such as information about the company's business, management, and financial condition. It must be registered and dated, and can only be issued within 90 days of registration. The prospectus and statements in lieu of prospectus aim to protect investors and ensure transparency around public offerings.
Companies earn revenue from sales and other operations which is used to pay expenses, interest on borrowed capital, and taxes. Any remaining amount is profit which can be used to pay dividends to shareholders or retain in reserves. Dividends are distributions of a company's profits to shareholders that are recommended by the board of directors and approved by shareholders. They are considered a reward or return on the shareholders' investment in the company and are paid out of current year profits or retained earnings.
This document discusses retained earnings and dividends. It defines retained earnings as profits generated by a corporation that are retained for future use. When dividends are declared, they reduce retained earnings. Dividends can be paid in cash, property, or additional shares. The document outlines the accounting entries for declaring and paying different types of dividends, including cash, property, share dividends, and liquidating dividends. It also discusses the effects of share splits.
The document summarizes provisions related to meetings under the Companies Act, including:
- Types of meetings like statutory meetings, annual general meetings, extraordinary general meetings, and meetings of creditors/debenture holders.
- Requirements for statutory meetings like approving a statutory report within 3-6 months of commencement of business.
- Requirements for annual general meetings like holding the first AGM within 18 months of incorporation and subsequent AGMs within 4 months of financial year end.
- Provisions for extraordinary general meetings, including who can call them and notice requirements.
- Other meeting provisions around quorum, voting, proxies, and maintenance of minutes.
This document summarizes key provisions around the appointment and removal of auditors under Section 139-140 of the Companies Act 2013. It discusses the periods of appointment for individual and audit firm auditors, requirements around rotation of auditors and filling casual vacancies. It also outlines the process for reappointing retiring auditors, circumstances allowing removal of auditors before the end of their term, requirements for auditor resignation, and removal of auditors by the central government.
Dividends can only be declared out of profits for the financial year after accounting for depreciation. The dividend rate cannot exceed the average of rates over the past three years. Only 10% of profits after taxes can be paid as dividends, with the remaining balance maintaining a minimum 15% of paid up capital in reserves. Companies must first offset any losses from previous years before declaring dividends for the current year.
There are three ways a company director can be removed:
1. By shareholders through an ordinary resolution with proper notice and opportunity for the director to be heard.
2. By the central government on recommendation from the high court if the director is found unfit for office based on grounds like oppression or mismanagement.
3. By the Company Law Board/Tribunal through reconstituting the board if oppression or mismanagement of shareholders is found upon application from shareholders. Removed directors may be barred from managerial roles for 5 years without court approval.
This document discusses resolutions of companies under Pakistani law. It defines resolutions as decisions made at meetings and describes three types of resolutions: ordinary resolutions which pass with a simple majority, special resolutions which require 75% of votes, and resolutions requiring special notice which require advance notice and may pass with a simple or super majority. It provides examples of when each type of resolution is required, such as altering company documents or voluntary winding up which require special resolutions, and appointing auditors which can require resolutions with special notice.
The document discusses underwriting, which is an agreement where underwriters take on the risk of purchasing securities from an issuer in the event that the public demand is insufficient. It describes different types of underwriting arrangements and the roles and responsibilities of underwriters. It also outlines the eligibility criteria, registration process, operational guidelines, and record keeping requirements for underwriters according to SEBI regulations in India. As an example, it summarizes that Alibaba's 2014 IPO raised over $20 billion with six major banks serving as equal lead underwriters.
The document discusses oppression and mismanagement under company law. It defines oppression as any burdensome, harsh or wrongful act according to the dictionary. Lord Cooper defined oppression as conduct that departs from fair dealing and violates shareholders' expectations of fair play. The document outlines the grounds and process for applying for relief from oppression or mismanagement under Sections 397 and 398 of the Indian Companies Act, including required applicants and possible reliefs.
(1) The document discusses various types of shares such as equity shares, preference shares, and their characteristics. It explains concepts like share capital, types of share capital, rights of shareholders, and types of preference shares.
(2) It also covers topics like allotment of shares, declaration of dividends, transfer of shares, transmission of shares, and increase of share capital. Methods to increase capital include further issue of shares, rights issues, and conversion of loans or debentures into equity.
(3) SEBI guidelines related to rights issues are also summarized, setting limits on fund raising and requiring measures like underwriting and minimum subscription.
Board of directors - Powers & RestrictionsAnit Vattoly
The board of directors of a company has the authority to exercise all powers and perform all acts that the company is authorized to exercise and perform. However, the board is subject to restrictions imposed by law or the company's memorandum and articles of association. Certain important powers of the board, such as borrowing money, must be exercised through board resolutions. The company can further restrict the board's powers through shareholder resolutions. Special shareholder resolutions are required for matters like selling all or substantially all of the company's assets or borrowing money beyond certain limits. The board is also limited in the amounts it can contribute to political parties.
It is a presentation on basic introduction to the subject of CLSP - Management of Company. This is published only for education and information purpose.
MEETINGS OF BOARD AND ITS POWERS COMPANIES ACT 2013ABC
The document discusses rules regarding board meetings and loans to directors according to the Companies Act 2013. It states that companies can hold board meetings through video conferencing if they follow certain procedures to ensure security and record accurate minutes. It also prohibits companies from directly or indirectly lending money to directors, with some exceptions. Loans to directors require prior approval from shareholders. Companies must maintain registers of loans, investments, and interests declared by directors.
Objectives & Agenda :
Companies procure funds from various stakeholders by way of debentures, bonds, etc. In addition, they procure funds by way of inviting / accepting deposits from the public. In order to protect the interest of the depositors, stringent provisions are laid down in Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules. This webinar provides an overview of the term deposits, inclusions and exclusions, eligible companies to accept deposits, conditions for acceptance of deposits, procedural aspects, penal provisions and income tax implications.
This document defines company law and outlines the key characteristics of a company. A company is an association of individuals who come together for a common purpose of doing business and earning profit. It must be registered under the Companies Act. Some key characteristics include:
1) It is a separate legal entity distinct from its members.
2) It has perpetual succession - members may change but the company continues indefinitely.
3) Members have limited liability - their liability is limited to their investment in the company.
4) It can enter into contracts, sue others, and be sued as a separate legal entity.
The document also discusses advantages like mobilizing large resources and separating ownership and control, and disadvantages like reduced
This document discusses various types of company meetings under Pakistani company law, including statutory meetings, annual general meetings, and extraordinary general meetings. It outlines the requirements for each type of meeting, such as quorum, notice periods, and agenda items. It also covers topics like resolutions (ordinary vs special), proxies, political contributions, and gift distributions by companies.
The document discusses various aspects of dividends, including:
1) Types of dividends such as interim, final, special dividends.
2) Sources of dividends including current year's profits, previous years' undistributed profits, and capital profits.
3) Procedures for declaring dividends including recommendation by the board of directors, approval by shareholders, payment within 30 days of declaration.
The document discusses various provisions under section 60-65 of the Indian Income Tax Act regarding clubbing of income. It summarizes the key conditions where income from assets may be taxed in the hands of the transferor rather than the transferee. This includes situations involving revocable transfers, transfers to a spouse or minor child without adequate consideration, and transfers for the benefit of the transferor's spouse or son's wife. Exceptions to clubbing are provided if the transfer was made for adequate consideration or under separation agreement.
This document discusses prospectuses, which are formal legal documents that must be filed with securities regulators when a company makes a public offering of shares or debentures. A prospectus provides important details that investors need to make informed decisions, such as information about the company's business, management, and financial condition. It must be registered and dated, and can only be issued within 90 days of registration. The prospectus and statements in lieu of prospectus aim to protect investors and ensure transparency around public offerings.
Companies earn revenue from sales and other operations which is used to pay expenses, interest on borrowed capital, and taxes. Any remaining amount is profit which can be used to pay dividends to shareholders or retain in reserves. Dividends are distributions of a company's profits to shareholders that are recommended by the board of directors and approved by shareholders. They are considered a reward or return on the shareholders' investment in the company and are paid out of current year profits or retained earnings.
This document discusses retained earnings and dividends. It defines retained earnings as profits generated by a corporation that are retained for future use. When dividends are declared, they reduce retained earnings. Dividends can be paid in cash, property, or additional shares. The document outlines the accounting entries for declaring and paying different types of dividends, including cash, property, share dividends, and liquidating dividends. It also discusses the effects of share splits.
Corporate Reporting - Limited Companies: Statement of Comprehensive IncomeDayana Mastura FCCA CA
This document discusses key items that appear on the statement of comprehensive income (SOCI) for limited companies, including directors' remuneration, debenture interest, auditor's remuneration, and dividends. It explains that directors may receive fees or salaries, debenture interest is an expense of the company, and auditor's remuneration needs to be accrued. It also outlines the distributable profits calculation and factors directors must consider in determining dividend policy, such as available profits and cash needs. The SOCI format provided shows net profit, preference dividends, ordinary dividends, and retained profit calculations.
The document discusses key concepts related to dividend decisions. It defines a dividend as a distribution of a portion of a company's earnings decided by the board of directors. Dividends can only be declared out of profits. The board decides the amount and timing of dividends from current or past retained earnings. Only profits available for distribution are considered divisible profits. The document outlines various rules around sources of dividends, payment timelines, and modes of payment. It also distinguishes between unpaid dividends that are transferred to a separate account within 7 days and unclaimed dividends not claimed within 30 days.
1. Bonus shares are additional shares given to existing shareholders without cost based on their current shareholding. Companies issue bonus shares to capitalize accumulated profits or reserves without needing to pay dividends.
2. Companies may issue bonus shares when they have large reserves but cannot declare dividends due to lack of cash, or to avoid demanding high future dividend rates from shareholders. Bonus shares are issued in a set proportion to existing shares based on a bonus ratio.
3. The process of bonus issue involves board approval, shareholder approval, fixing a record date, allotting shares, and updating shareholder records. Bonus shares benefit both investors through increased holdings and companies through conserving cash.
Dividends are payments made to shareholders that are usually paid out of a company's current or retained earnings. Some companies pay dividends while others do not. Companies that pay dividends tend to be larger and more stable businesses with little growth potential. Paying dividends provides current income to investors but also takes away money that could be reinvested in the company. Dividend policies are influenced by legal requirements as well as financial, economic, and market factors.
The dividend policies of an organization have a significant bearing on the market value of stocks. Companies must distribute dividends in line with the industry standards and previously distributed dividends by the company. The shareholders will otherwise perceive this variability negatively. It casts suspicion on the financial health and motives of the management (signaling effect). In aggregate, an inefficient dividend decision mechanism would adversely impact the valuation of the company.
Table of Contents
What are Dividend Decisions?
Impact of Dividend Decisions on Price
Factors affecting Dividend Decisions
Cash Requirement
Evaluation of Price Sensitivity
Stage of Growth
Good Dividend Policy
Importance of Dividend Decisions
Q. How much Dividend should a Company Distribute to its Shareholders?
Q. What will be the Impact of Dividend Decisions on the Share Prices of the Company?
Q. What is the Consequential Impact of Inability to Maintain Dividend Year after Year?
Types of Dividend Decision
Stable Dividends
Constant Dividends
Alternate Dividend Decisions
Factors affecting Dividend Decisions
Cash Requirement
The financial manager must take into account the capital fund requirements while framing a dividend policy. Generous distribution of dividends in capital-intensive periods may put the company in financial distress.
Evaluation of Price Sensitivity
Companies chosen by investors for their regularity of dividends must have a more stringent dividend policy than others. It becomes essential for such companies to take effective dividend decisions for maintaining stock prices.
Stage of Growth
Dividend decisions must be in line with the stage of the company- infancy, growth, maturity & decline. Each stage undergoes different conditions and therefore calls for different dividend decisions.
Good Dividend Policy
What Constitutes a Good Dividend Policy?
There does not exist a single dividend decision process that works for every organization. A decision suitable for one company may prove fatal for another company. For example, businesses with a consistent order book such as telecom and banking are expected to pay regular dividends. It may impact the stock prices if they do not pay dividends regularly. On the contrary, sectors of pharmaceutical and technology are highly research-oriented. These require huge cash expenses to further their operations. Therefore they cannot afford to pay a regular dividend. Investors of such stocks earn income mainly through capital appreciation. In essence, there are a lot of factors affecting dividend policy or decisions.
We can refer to the following renowned theories on Dividend Policy:
Modigliani- Miller Theory on Dividend Policy
Gordon’s Theory on Dividend Policy
Walter’s Theory on Dividend Policy
A good financial manager must, therefore, answer the following questions before taking crucial dividend decisions
Importance of Dividend Decisions
While deciding the distribution of dividends, management has to answe
Preparation Final statement ppt (1) 125-1.pptxShaheenAkthar
The document provides information about financial statements, retained earnings, dividends, stockholders' equity, and valuation of investments. It defines key terms and concepts.
The main points are:
1. Financial statements include the income statement, balance sheet, and cash flow statement and provide information on a company's financial performance and position.
2. Retained earnings represent a company's cumulative net earnings minus any dividends paid out and can be used to expand operations, invest in new products, or repay debt.
3. Dividends are payments made to shareholders from a company's profits and retained earnings, and must be approved by the board of directors.
4. Stockholders' equity is calculated
This document provides an overview of dividend and dividend policy concepts presented by Group A. It discusses the key types of dividends including cash and stock dividends. It also describes two dividend distribution models: the residual model and stable dividend model. The residual model prioritizes funding capital expenditures and pays dividends from remaining earnings, while the stable dividend model aims to maintain consistent dividend payments through approaches like a stable dividend per share or constant payout ratio. Investors generally prefer stability in dividend payments.
This document provides an overview of corporate accounting concepts related to share capital. It defines key terms like authorized capital, issued capital, called-up capital, paid-up capital, and types of shares. It discusses the process of issuing shares which involves issuing a prospectus, receiving applications, and allotting shares. The accounting entries for this process are also summarized, including entries for application money, allotment money, calls, and calls in arrears. Examples of journal entries for share issues are also provided.
This document provides an overview of corporate dividend policy. It discusses what dividends are, different types of dividends, factors that influence dividend policy decisions, and common dividend measurement approaches. Key points covered include that dividends are payments made to shareholders from corporate profits, factors like liquidity, growth opportunities, and legal requirements influence dividend policies, and policies generally aim for stable and regular dividend payouts.
Dividends are distributions of a company's profits or reserves to its shareholders. There are several types of dividends including cash dividends, bonus shares, property dividends, interim dividends, annual dividends, special dividends, extra dividends, regular cash dividends and liquidating dividends. Cash dividends are the most common type where companies pay shareholders in cash, which reduces the company's cash reserves. Bonus shares increase the number of shares outstanding without changing the proportion held by each shareholder. Special dividends may be declared in cases of abnormal profits, while interim dividends can be declared anytime during the year.
This ppt is prepared to make familiar with the dividend policy which includes Types of Dividend policy, Procedure for declaring dividend, Why do companies declare dividend
Dividends are payments made by a corporation to its shareholders, usually from current or past profits. There are different types of dividends including cash dividends, stock dividends, and special dividends. Companies establish dividend policies that determine how much of profits to pay out as dividends versus retaining for reinvestment. Common dividend policies include stable dividend policies that aim to maintain consistent dividend payouts over time.
International Journal of Business and Management Invention (IJBMI) is an international journal intended for professionals and researchers in all fields of Business and Management. IJBMI publishes research articles and reviews within the whole field Business and Management, new teaching methods, assessment, validation and the impact of new technologies and it will continue to provide information on the latest trends and developments in this ever-expanding subject. The publications of papers are selected through double peer reviewed to ensure originality, relevance, and readability. The articles published in our journal can be accessed online
1. The document discusses various finance-related topics including defining finance, preparing a bank reconciliation statement, factors affecting financial planning, innovations in finance, differences between debentures and shares, types of debentures, and ratio analysis.
2. Ratio analysis helps a company by defining whether it is profitable, meeting short-term obligations, and whether shareholders are satisfied. Key ratios include liquidity, leverage, activity, and profitability.
3. Being a finance manager, one would review past financial statements, discuss growth expectations with management, prepare provisional financial statements, and identify cost-cutting opportunities to forecast finances.
What are Dividends? UK Limited Company DividendsGoForma
Limited company dividends refer to the distribution of profits that a company makes to its shareholders. In the United Kingdom, a limited company is a business structure that has its finances separate from the personal finances of its owners (shareholders). When a limited company generates profits, the directors may choose to distribute a portion of these profits to shareholders in the form of dividends.
This document outlines the requirements for preparing and presenting financial statements according to Schedule VI of the Companies Act of 1956 in India. It discusses the requirements for maintaining proper books of accounts, preparation of key financial statements including the balance sheet, income statement, and cash flow statement. It provides details on the format and disclosures required for items in the financial statements such as share capital, reserves and surplus, secured and unsecured loans, current and non-current liabilities, provisions, fixed assets, investments, and commitments. The auditor's responsibilities to review the statements and report are also summarized.
Corporations are legal entities that allow for ownership shares to be traded publicly. They have a separate legal existence from owners and can raise large amounts of capital through stock sales. Ownership is represented by shares of stock. Corporations are controlled by shareholders who elect a board of directors to oversee management. They provide advantages like limited liability but are also subject to double taxation.
A partnership can end when one partner retires from the firm. When a partner retires, their capital account must be adjusted by crediting any account balances and shares of profits or assets and debiting any losses or drawings. The continuing partners' profit sharing ratios are also recalculated as a new ratio (gaining ratio) by which they acquire the retiring partner's share. The partnership agreement dictates how the retiring partner will be paid out based on their adjusted capital account.
Similar to Process for Declaration & Payment of Dividend (20)
“Two is better than one” basically this concept is foundation of a traditional partnership firm where two or more persons get together to carry on some lawful business and share profit and loss among themselves as agreed upon by them.
Partnership Firm as a form of business which has its own restriction and have limited reach among public, in order to enhance the business through partnership a hybrid form of business structure was introduced that has basic features of partnership merged with the features of a Company.
Nidhi Companies are body corporates that are incorporated with an object to provide benefits to its member by promoting saving and thrift habit among its members. These companies are also known as Permanent Fund, Benefit Funds, Mutual Benefit Funds and Mutual Benefit Company.
Nidhi Companies must have the object of cultivating the habit of thrift and saving amongst its members and they cannot carry any other activity apart from this object. It receive deposits from, and lend to, its members only and all activities do be done for mutual benefit of members only.
Nidhi Companies are regulated by Ministry of Corporate Affairs and Reserve Bank of India. Since there is involvement of public money in such companies, regulators keep an eye on Nidhi company, still public interest has been adversely affected by Nidhi Companies which accept deposits from investors with malafide intention like 2004’s high-profile ponzi scam involving Chennai-based PNL Nidhi Limited that allegedly collected Rs68.50 crore from over 13,000 investors and defaulted in repayment.
Due to such scams RBI and Companies Act,2013 stringent the norms for Nidhi Companies and keep check on acceptance of deposit from Members and granting of Loan to members.
Nidhi Company - Registration & OperationsLegalDelight
In India, concept of Nidhi Companies has been set up way back in 20th Century where group of people came together with a purpose to resolve the monetary issues of people residing in a particular area or town so that they did not get prey on hands of moneylenders. It basically operates on principle of mutual benefits and also known as Permanent Fund, Benefit Funds, Mutual Benefit Funds and Mutual Benefit Company.
Since then, Nidhi Company has gained popularity as a form of business. Main object of Nidhi Company is accepting money and promoting the habit of saving and growing value of money but activities of a Nidhi company are restricted to their members only.
In India concept of Nidhi Company is mostly popular in southern part of India almost 80% of the Nidhi Companies are operational in South India. Since object of Nidhi Companies include accepting of deposits its functioning came under the ambit of Non-Banking Financial Companies it is also governed by Reserve Bank of India besides being regulated under Companies Act, 2013.
Structuring of any business model can be done in various ways. Any person willing to set up a business may opt for any form of business depending upon his/ her need and requirement i.e. Sole Proprietorship, Partnership Firm, LLP, Society, Trust, Company etc.
It has been observed that people are generally inclined towards setting up of a Company because of the sense of reputation and features involved in this form of business besides the fact that running a company takes more effort than carrying any other form of business.
We already know that company can be categorised under various heads like one person company, private company, public company, section 8 companies etc. and companies act, 2013 has also specified the provisions for conversion from one category of company into another.
It often happens that a person carrying business in form of firm, LLP, society etc may want to convert its business into form of a Company. Say a partnership firm wants to convert itself into a company or a LLP thinks fit to run a company to carry its existing business instead of LLP. All these conversations are governed by the provisions of companies act 2013 (Act) which has specified the rules following which certain form of business can convert itself into company.
In India, formation of Business in form of a Company, specifically private company, is most favoured form with respect to other alternatives as available for business like Proprietorship, Society, Firm, LLP etc. Although when considered from the prospective of legal entity and perpetual succession as a feature of form of business after Company, formation of LLP is considered to be apt.
An entity can be incorporated under three classes in the form of Company i.e. as a one person company, Private limited Company or a Public Limited Company. Public limited companies can be further classified as listed or unlisted public company.
To commence business as a private limited company is beneficial at initial stage as administration and management of a private limited company is less cumbersome than public limited company. However, owners of private limited company may convert their company into a public limited company if they consider it fit for their business and further expansion.
Producer Company Management & AdministrationLegalDelight
This document discusses the management and administration provisions for producer companies under the Companies Act in India. It outlines requirements for directors such as minimum numbers, appointment terms, and causes for vacating a director position. It also covers provisions for meetings like the frequency of board meetings and matters to be addressed at annual general meetings. Additionally, it summarizes rules for accounts, audits, the powers of the board, and penalties for non-compliance.
India is an agrarian economy where 58% of the population depends on agriculture for its livelihood and it provides employment for 42 % of Indian Population. Instead of playing such a pivot role in the economy of India, Agriculture sector has not experienced that much growth as compared to other sector.
Considering the various obstacle that agriculture sector faces like limited capital and asset base, climate dependency, electricity water supply, transportation etc. lawmakers had resorted to provide a corporate structure to agricultural activities in India. Thus concept of producer company was introduced which basically takes all the features of a cooperative society and merged with the framework of a body corporate.
Under Producer Company, group of farmers comes together to act as member to carry agricultural business on self-help basis with an intention to earn profit and provide help to each member of its company through democratic management. Some of examples of producer companies in India are:
Dhari Krushak Vikash Producer Company Limited, Gujarat
Rangsutra in Kerala
Sahyadri Farmer Producer Company, Nasik
Nachalur Farmer Producer Company, Tamil Nadu etc
Public company is one of the popular and well known forms of business structure. Besides Company various other business form is prevalent in India like proprietorship, HUF, Firm, LLP etc. Although when considered from the prospective of legal entity and perpetual succession as a feature of form of business after Company, formation of LLP is considered to be apt.
In the current scenario, some businessman already running their business through companies thinks it fit to convert its Company into LLP due to below given reasons:
Regulatory authorities are gradually becoming stricter by introducing new corporate governance practice for Companies as compared to private company due to increased stakeholder interest;
Increasing penalties and imprisonment for non-compliance of provisions;
To retain control over business by few people;
Easy management;
Reduction of extra compliance as applicable on Companies;
Legal Compliance Cost Saving.
Auditors are appointed by the members at the general meeting of the Company, similarly power to remove auditor before his/her/its term is also entrusted with the members. Further in case of resignation of auditor the casual vacancy arise will be also be filled ultimately through members of the Company at the members meeting.
Section 139 of Companies Act, 2013 (“Act”) explains the situation of casual vacancy whereas Section 140 of the Act deals with removal, resignation of auditor and giving of special notice.
Strike off can be understood as removal of something from somewhere, when it comes to the term of business , it means removing the very existence of any company by removing its name from the records of respective Registrar of Companies.
Strike off in general term is known as to remove or erase someone from somewhere where the same used to exist. In business term strike off of Companies means cessation of existence of a Company and removing the name of the Company from the database of list of companies maintained with the Ministry of Corporate Affairs of India.
Strike off in general term is known as to remove or erase someone from somewhere from which it used to exist. In business term strike off of Companies means cessation of existence of a Company and removing the name of the Company from the database of list of companies maintained with the Ministry of Corporate Affairs of India.
Extensible Business Reporting Language (XBRL) is a language for the electronic communication of business and financial data which is revolutionizing business reporting around the world. It is a manner of submission of financial statement with the authorities.
All Companies incorporated in India are required to file their financial statements with the ROC or other authorities, these filings are done by submitting details and copy of balance sheet and profit and loss statement. Such filing can also be completed through XBRL mode whereby financial details of Company are submitted in more exhaustive form with the regulators.
Director Identification Number (DIN) is the unique number allotted to Director as their identity of being Director.
The Central Government has been entrusted with the power to allot DIN to applicants who are aspiring to become Directors. This power of Central Government is delegated to the Regional Director (Northern Region), Noida generally known as DIN Cell.
A person can be allotted DIN once and it will remain same through the life-time of the applicant and shall not be allotted to any other person.
However, it could happen that sometime need arises to cancel or deactivate the already allotted DIN. In such case the Central Government has power to deactivate/cancel/surrender DIN suo-motto, provisions of which is given under Companies Act 2013.
In India, various business models exist like proprietorship, company, limited liability partnership (LLP), HUF etc. among these Partnership Firm is one of the popular and widely accepted form of business where two or more person are intending to carry on any business activities. As when more than one or two person are willing to start business, sole proprietorship may not be appropriate form whereas formation of Company requires sufficient amount of fund and calls for various compliances, thus in such scenario forming a Partnership Firm turns out to best alternative.
Since partnership as a form of business has its own limitation like no separate legal entity, no limited liability, capital funding crunches etc., partners are now inclining towards conversion of their partnership firm into a Limited Liability Partnership having features similar to a corporate.
Formation and structuring of any business depends upon various factors like financial stability, control over business, management decisions etc. on basis of such factors businessperson decides to adopt model for his business that could be a sole proprietorship, partnership firm, company, HUF etc.
In India, setting up of business in form of a Company is highly favoured and accepted when compared with other forms of business. Although a Company itself can be incorporated into three categories, Private Limited Company or Public Limited Company or One Person Company, thereafter it can bifurcated as per the nature of business, capital, guarantee like non-profit organisation, Company limited by guarantee etc.
People were generally inclined towards formation of private company as it can be easily formed when compared to incorporation of a public limited company. However, with the enforceability of Companies Act, 2013, new concept in India, One Person Company has gained significant popularity due to its unique features like ownership and control is retained by single person similar to a sole proprietorship which makes the idea of incorporating a one person company lucrative to all sort of businessperson.
One Person Company is easily incorporated with sole member , one nominee and one director only. Any person can arrange for nominee and in almost every OPC sole member acts as director, thus there is no hassle in constituting board of director as required in case of private company. As OPC is a hybrid form of sole proprietorship and a private company it enjoys benefit of both including but not limited to full control over business, easy management, lesser compliance, separate legal entity etc.
William Shakespeare once said “What's in a name?” seldom he knew that after centuries, it is “the Name” only that will matters be it for individual or for corporates.
Name is an identity for any Company by which it makes its presence in the corporate world. But corporates too recourse to change in name of their Companies and continue their presence with a new name
Do you want to become an businessman and have an idea of running an app or software and looking for software developer to help you to build the brick of your dreams then trust us in today’s time, engaging a software developer is seems like a cakewalk, if only, considered in broader concept, however the reality is far different where the cakewalk may turn into walking alongside dinosaurs as in a Jurassic park, where any time situations overturn leading into a grave uncertainty.
well-executed contract is the need of an hour to get the complete control and ownership over the software, else, might be possible you will find yourself in a situation where you have spent lots of money on development of software and got nothing in return.
Tough, there can’t be “One Size Fits All” kind of contract for software/ app development, but in this Article, we would emphasize our focus area to make Businessman understand the clauses and negotiation points to be discussed while taking services of software developer.
Every draftsman while drafting any contract must have acquired and develop certain skills so that he/ she can suitably do the justice with any contract and the draftsman should have the knowledge of exact intention and the purpose of entering into contract so that the draftsman can successfully give legal written shape to the intention of the parties without any ambiguity, violating and breaching any applicable law which might be applicable upon the parties to the contract.
Advanced mobile phone, PC combined with web entrance has expanded ecommerce based business exchange as of late at an excellent speed. In this way every business person needs to have web presence currently like the physical presence which was significant in earlier times. Presently both presence (physical and online) is by all accounts need of current days particularly for youthful business visionary.
UnityNet World Environment Day Abraham Project 2024 Press ReleaseLHelferty
June 12, 2024 UnityNet International (#UNI) World Environment Day Abraham Project 2024 Press Release from Markham / Mississauga, Ontario in the, Greater Tkaronto Bioregion, Canada in the North American Great Lakes Watersheds of North America (Turtle Island).
ZKsync airdrop of 3.6 billion ZK tokens is scheduled by ZKsync for next week.pdfSOFTTECHHUB
The world of blockchain and decentralized technologies is about to witness a groundbreaking event. ZKsync, the pioneering Ethereum Layer 2 network, has announced the highly anticipated airdrop of its native token, ZK. This move marks a significant milestone in the protocol's journey, empowering the community to take the reins and shape the future of this revolutionary ecosystem.
Cleades Robinson, a respected leader in Philadelphia's police force, is known for his diplomatic and tactful approach, fostering a strong community rapport.
Methanex is the world's largest producer and supplier of methanol. We create value through our leadership in the global production, marketing and delivery of methanol to customers. View our latest Investor Presentation for more details.
2. “Dividend” means a distribution of any sums to Members by the Company out of profits and wherever permitted out of free
reserves available with the Company.
Dividend is basically a return on investment made by an investor in any Company. Generally when business of any company
is thriving, Company either resorts to reinvest the profits into the business or distribute a part of their earning among the
shareholders as dividend on shares.
Based on the profit or retained earnings, management of the Company may decide for quantum of the dividend to be paid.
Understanding of Dividend
3. Companies declare dividend for various reasons some of which are enumerated below:
• To reward the investors: Shareholders of the Company invest amount in Companies with an expectation of increase in
value of shares along with distribution of part of profit in form of dividend. Thus declaring dividend is a reward for the
investors for keeping their investment in the Company.
• To create goodwill: Investors are willing to put their money in those entities which declares high value dividend on
frequent basis, as it shows that the Company is a profit making entity and company is also concerned towards their
investors. This creates a brand value and goodwill of the company in the market.
• To maintain the consistency in payment of dividend: It may happen for a Company that, it has been declaring
dividend from past eight to ten years but due to adverse market conditions, company is not able to declare dividend in
current year due to inadequate profit. Further if the loss in the Company subsists, it will not be able to declare dividend. In
such scenario, investors of the company may start feeling that their investment is no longer safe in the Company since
they are not declaring dividend. To mitigate such assumptions among investors, Company inspite of incurring losses in
particular year, declares dividend which maintains the consistency in the Company.
• To attract investment: Dividend declaration is generally an indicator of successful business and as mentioned earlier it
creates goodwill of the company in the market. Prima facie, investors/lender may incline to provide financial assistance to
a company instead of a non dividend declaring company.
Why Company Declare Dividend
4. Final Dividend: Dividend declared by any Company at the Annual General Meeting of the Company is known as final
dividend. Corporates can ascertain its actual financial position in any year only after closing of its books of account at the end
of financial year. After assessment of books of account, the Company takes decision for quantum of dividend.
Company at its Board Meeting then decides to declare dividend and approves for its recommendation at the Annual General
Meeting. Further at the Annual General Meeting of the Company, Members approve the declaration of dividend through
ordinary resolution.
Interim Dividend: During any financial year, when company ascertains that it has earned sufficient profit on basis of quarter
or half year financial results of the Company, it may decide to declare dividend even before the Annual General Meeting of the
Company. Such dividend which is paid during any financial year or at any time after closure of financial year and before
annual general meeting of the Company is called as interim dividend.
It is important to note that as per section 2(35) of Companies Act, 2013 "dividend" includes any interim dividend.
Although the term “Dividend” has been defined in the Act to the effect that it Includes Interim Dividend. The Act neither
specifically defines the term Dividend nor makes any distinction between Interim and Final Dividend.
The term Final Dividend is more relevant in use for those Companies which often declares interim dividend and to distinguish
it, the term final dividend is used.
Otherwise Companies in general use the term “Dividend” instead in “Final Dividend” for its declaration at Annual General
Meeting.
Type of Dividend
5. Companies generally distributes dividend out of profit of year in which dividend is declared or it may utilise the fund from free
reserves of the Company. However as mentioned earlier Act also permits the payment of dividend even when the Company
has not earned adequate profit to distribute dividend or incurred losses.
Section 123 of Companies Act, 2013 regulates the distribution of dividend and states the provision as regarding the sources
from which Company may declare dividend and in what manner.
Sources for Payment of Dividend
6. Sources for Payment of Dividend
Conditions:
• Profit should be arrived in all cases after providing for
depreciation
• Depreciation will be computed in accordance with
schedule II of Act
• Company may transfer some part of profit to reserve
before declaring dividend
• Profit should exclude: (a) Unrealised Gains (b)
Notional Gains (c) Revaluation of Assets (d) Change in
carrying & fair value of Asset & Liability
Conditions:
• Rate of divided=< Avg. dividend rate of previous 3 FY. Example: Rate of dividend for
3 PY are 5%,6%,7% then Rate of dividend should not be exceed 6%. i.e. (5+6+7/3).
• Amount drawn from reserve=< 1/10 of Paid up capital (PUC)+ Free Reserve(FR).
Example: PUC is Rs. 10L; FR is Rs. 15L Amount can be withdrawn upto 1/10 (10L +
15L)= Rs. 2.5 L
• Amount drawn to be utilised first for set of losses in current year. Example: if 2.5 L
is amount that can be withdrawn then loss of current year say 1L will be set off
then remaining amount 1.5 L can be distributed.
• Balance amount after withdrawal >= 15% PUC as per latest account. Example: 15%
of PUC will be Rs. 1.5L, inii minimum amount to maintain in reserve is 1.5L after
withdrawal of dividend amount.
Distribution from Profit Distribution in case of Loss/ Inadequate Profit
Dividend can be Declared:
• Out of profit of current F.Y.’s
• Out of Profit of previous F.Y.’s
• Out of Profit of current F.Y. & Out of Profit of Previous F.Y.’s
Dividend can be declared:
• Out of Free Reserve
7. As per section 123 of Companies Act, 2013 and other relevant rules Company has to consider below given provisions at the
time of declaration and payment of dividend
• Dividend shall be paid only out free reserve.
• Dividend shall be paid only to registered shareholder or to his order or to his banker.
• Preference Shareholders shall be paid Dividend before Dividend is paid to the equity Shareholders of the company.
• Arrears of Dividend on cumulative preference shares shall be paid before payment of any Dividend on equity shares.
• Dividend on equity shares shall be paid in accordance with the rights of the respective classes, if any, of such shares.
• The Register of Members and Share Transfer Books of the Company will needs to be for ascertaining the number of
shareholders for the purpose of payment of final dividend at the AGM.
• Dividend shall be payable in cash not in kind.
• Dividend payable in cash can be paid through cheque, warrant, or any other electronic mode.
• Dividend, once declared, becomes a debt and shall not be revoked.
Points to consider while declaring Dividend
8. • The amount to be distributed as dividend shall be deposited by the Company in a scheduled bank account within 5 days
from declaration of dividend
• Dividend shall be paid to the shareholders within 30 days of its declaration.
• A duplicate Dividend cheque or warrant shall be issued only after obtaining requisite indemnity/ declaration from the
concerned Member and after ascertaining the encashment status of the original Dividend cheque or warrant.
• The Dividend cheque or warrant shall be accompanied by a statement in writing showing the amount of Dividend paid,
Folio no./DP ID and Client ID nos., number of shares held by the concerned Member as on the record date, amount paid
up on each share and the financial year to which the Dividend pertains
• A company is prohibited to issue Bonus shares in lieu of Dividend.
• All requisite approvals shall be obtained before declaration of Dividend. Dividend shall not be declared subject to any
condition such as the approval of financial institutions/ banks or foreign collaborators or compliance with any other
contractual obligation.
• The amount of Interim Dividend, if any, paid during the financial year and final Dividend recommended by the Board of
directors shall be disclosed in the Board’s Report.
Points to consider while declaring Dividend
9. 1. Any director or person authorised by the Board will dispatch a notice to call for Board Meeting. Notice shall be give as per
section 173 of Companies Act, 2013 read with secretarial standard 1 on Board Meetings.
2. Where a company has an Audit Committee, this Committee shall consider the financial results which shall thereafter be
submitted to the Board for its consideration and declaration of Interim Dividend.
3. Conduct Board Meeting to consider payment of dividend and the quantum of dividend. Generally such decisions were
taken by the Board of the Company at the Meeting of the Board in which accounts are approved and recommended for
shareholders’ approval.
4. Board will also take decision regarding opening of a scheduled bank account for purpose of depositing the amount of
dividend.
5. After taking decision on declaration of dividend, dispatch notices for calling an AGM to all the members in accordance with
provisions section 101 of Act read with SS 2 on General Meetings
6. Approval of members will be sought through ordinary resolution for declaration of dividend.
7. Within five days from the date of AGM, submit the amount of dividend into the scheduled bank account as opened by the
Company.
8. Distribute the dividend within 30 days from the date of AGM.
Aforesaid process is to be followed for declaration of final Dividend, In case of interim dividend, approval of members is not sought at
AGM and Board approves the proposal of interim dividend.
Procedure for Declaration of Dividend
10. The amount of Dividend which remains unpaid or unclaimed after thirty days from the date of its declaration shall be
transferred to a special bank account titled as ‘Unpaid Dividend Account’ to be opened by the company with any scheduled
bank.
Such transfer shall be made within seven days from the date of expiry of the thirty days period from the date of declaration of
Dividend.
Further if the amount in the bank account remains unclaimed/unpaid for seven years then it will be transferred to a fund called
as Investor Education & Protection Fund.
Unpaid Dividend
11. Although Company is required to comply with conditions as given above for declaration and payment of dividend, there are
certain cases in which company is restricted to declare dividend.
Section 123(6) of Companies Act, 2013 and the rules made thereunder, states that a Company cannot declare dividend on
equity shares if it fails to comply any of the provisions with respect to acceptance and repayment of deposit taken by
Companies.
Company will be restricted to declare dividend as long as the failure continues.
Restriction on Declaration of Dividend
12. If any Company failed to make payment of dividend within 30 days of its declaration then as per section 127 of Companies
Act,2013 below given will be the penalty.
Punishment for failure to distribute Dividend
Penalty on Directors
Every director of Company, if committed default
intentionally:
Imprisonment: Upto 2 years
+
Fine : Minimum Rs.1000 for every day during which such
default continues
Penalty on Company
Company has to an interest @ 18% p.a. during the period
for which such default continues
13. The Act has prescribed certain situation whereby if a company has not paid dividend in 30 days, it will not liable for
punishment as mentioned above. As per section proviso of section 127 of the Act no offence will be deemed to be committed
if:
• Dividend could not be paid due to operation of law. For example: If any court has passed an order which restricts the
Company in making payment of already declared dividend, such situation will not be considered as offence.
• Dividend could not be paid as shareholder has given company certain instruction for payment of dividend and the same
has not been fulfilled and company has communicated the issue with the shareholder. For example: Company has
received instruction from the shareholder to make e-payment of the dividend and provided bank details for the same. It
may happen due to any discrepancy in bank details provide by shareholder the amount bounced back, in such situation
the Company has to intimate the shareholder regarding the issue else it would treated as default in payment of dividend.
• When the ownership of share is under dispute. For example: If two or more person are making claim as owner of
shareholding for the Company and ownership is not yet decided, then Company is not under any obligation to pay dividend
on such shares.
• When dividend is adjusted among some payment which were due from shareholder legally. For example: Company may
not pay amount of dividend to any shareholder from whom company has yet to receive any payment like any member has
asked for inspection of minute books but not yet paid for the same .In such case Company can adjust the amount of
dividend from the same.
• If the default in payment of dividend is beyond control of Company.
Exemption for Punishment
14. You can find me at:
www.legaldelight.com
legaldelight21@gmail.com
+91-9311017074
Any questions?
Thanks!