Can a listed company issue unlisted preference shares?
As per section 55 of the Act, a company can issue only redeemable preference shares i.e., a company is not allowed to issue irredeemable preference shares. On this note, it is mandatory for every company issuing preference shares to redeem them within a period of 20 years from the date of issue.
Companies are generally authorized to issue two different types of shares to the public – equity shares and preference shares. While equity is the most common and the easiest way for a company to raise funds for its business, preference shares can also come in quite handy.
MUMBAI/NEW DELHI: The Securities and Exchange Board of India (Sebi) has allowed issuance and listing of non-convertible redeemable preference shares on stock exchanges, making it easier for companies and banks to raise funds through this route.
Companies can issue redeemable preference shares to shareholders and later redeem them on terms pre-agreed with the shareholder. The company may have the right to buy back shares at a fixed time, on the occurrence of a particular event or at the option of the company or shareholder.
Companies issue preferred stock as a way to obtain equity financing without sacrificing voting rights. This can also be a way to avoid a hostile takeover. A preference share is a crossover between bonds and common shares.
Preference Shares, as the name suggests are the shares in which shareholders get the profit of the company in form of dividends before Equity shareholders at a fixed dividend rate. … The decision to declare dividend on preference shares lies with the management, and it is not mandatory in case of loss.
No company shall be allowed to issue irredeemable preference shares. … The issue shall be authorized in Articles of Association [AOA] of the company. The shares shall be issued after passing special resolution in the general meeting of the company.
In case the dividend payment is missed during a particular period, then the unpaid dividend is lost forever for a non-cumulative preference share, while the unpaid portion of the cumulative preference share becomes part of the arrear that may be paid on a future date when funds will be available.
Advantages:
- Appeal to Cautious Investors: Preference shares can be easily sold to investors who prefer reasonable safety of their capital and want a regular and fixed return on it. …
- No Obligation for Dividends: …
- No Interference: …
- Trading on Equity: …
- No Charge on Assets: …
- Flexibility: …
- Variety:
As per Companies Act, 2013, an Indian Private Limited Company or Limited Company can issue preference shares, if authorized by the articles of association of the company. All preference shares issued by a company in India must be redeemable and should be redeemed within a period of 20 years from the date of its issue.
Types of Preference shares
- Cumulative preference shares. …
- Non-cumulative preference shares. …
- Redeemable preference shares. …
- Irredeemable preference shares. …
- Participating preference shares. …
- Non-participating preference shares. …
- Convertible preference shares. …
- Non-convertible preference shares.
As per Section 55 of the Companies Act, a company can issue redeemable preference shares. Irredeemable preference shares are not allowed to be issued. Hence public offer is not mandatory while granting preference shares to shareholders.
The shareholders of redeemable preference shares of the company do not become creditors of the company in case their shares are not redeemed by the company at the appropriate time. They continue to be shareholders, no doubt subject to certain preferential rights.”
For instance, redeemable preference shares are in the nature of debt, yet they continue to be classified as equity in India. So, the fact that they are called shares has been the reason for clubbing them with equity.