Dividends and Divisible Profits
Rules Regarding Dividends and Divisible Profits
Auditing Notes B.Com 6th Sem CBCS Pattern
MEANING OF DIVIDEND AND ITS TYPES
Shareholders expect some return for the money invested by them in the company. They get the return on their investment in the form of dividends given to them from time to time. Thus, dividends are the profits of the company distributed amongst the shareholders. The company may declare dividends in general meeting, but no dividend shall exceed the amount recommended by the Board of Directors. Thus, shareholders in annual general meeting can only reduce the amount of dividends but cannot increase the amount of dividends recommended by the Board of Directors. The directors may no recommend dividend even if there are profits if they think that distribution of dividend will impair the financial position of the company.
Dividends
are usually paid on the paid up value shares in the absence of any indication
to the contrary in the Articles of Association. For example, if a company has
share capital of 1,00,000 equity shares of Rs. 10 each, Rs. 7 per share called
up, and paid up and if the rate of dividend is 15%, total dividend paid will be
15% of Rs. 7,00,000 paid up capital (i.e. 1,00,000 shares @ 7 each) i.e. Rs.
1,05,000.
Sources of Declaring Dividend
As per
Section 123 of the Companies Act, 2013 dividend may be declared out of the
following three sources:
1)
Out
of Current Profits: Dividend may be declared out of the profits
of the company for the current year after providing depreciation. The company
must transfer the prescribed percentage of its profits to general reserve
before declaring dividends. This percentage depends on the percentage of
dividend declared.
2)
Out
of Past Reserves: Dividend may be declared out of the profits
of the company for any previous financial year or years arrived at after
providing for depreciation in accordance with the provisions of Schedule II of
the Companies Act, 2013 and remaining undistributed. Section 123 of the Act,
requires that dividend can be declared out of the reserves only in accordance with
the rules framed by the Central Government in this behalf.
3)
Out
of Money provided by the Government: A
company can also declare dividend out of the moneys provided by the Central
Government for payment of such dividend in pursuance of guarantee given by the
Government.
Dividends may be of the following two types:
1)
Interim Dividend.
2)
Final Dividend.
Interim Dividend:
This dividend is declared between
two annual general meetings. Section 123 of the Companies Act, 2013 provides
that the Board of Directors of a company may declare interim dividend during
any financial year out of the surplus in the profit and loss account and out of
profits of the financial year which interim dividend is sought to be declared.
It further provides that in case the company has incurred loss during the
current financial year up to the end of the quarter immediately preceding the
date of declaration of interim dividend, such interim dividend shall no be
declared at a rate higher than the average dividends declared by the company
during the immediately preceding three financial years. The Board may from time
to time pay to the shareholders such interim dividends as appear to it to be
justified keeping in view the profits of the company.
Final Dividend:
It is a dividend which is declared
at the annual general meeting of the shareholders and is declared by the
shareholders only on the recommendation of the directors. The dividend proposed
by the directors is provided for in the final accounts of the company and is
paid only after it has been passed at the annual general meeting of the
shareholders.
Corporate Dividend Tax:
As per the
Finance Act, 1997 dividends paid or declared were subject to corporate dividend
tax @ 10% with effect from 1st June, 1997. Such corporate dividend
tax is deducted from Surplus sub-head in the Balance Sheet and it is also shown
under the heading current liabilities as a provision till it is paid. But as
per recent Finance Act, the rate of this tax is 15% plus 10% surcharge and cess
of 2%. Total percentage of corporate dividend tax with surcharge and education
cess comes to 17% approximately.
Divisible Profits and Rules regarding Dividends and Transfer to reserves
The term
“Divisible Profit” is a very complicated term because all profits are not
divisible profits. Only those profits are divisible profits which are legally
available for dividend to shareholders. Dividends cannot be declared except out
of profits, i.e. excess of income over expenditure; ordinarily capital profits
are not available for distribution amongst shareholders because such profits
are not trading profits. Thus, profits arising from revaluation or sale of
fixed assets or redemption of fixed liabilities should not be available for
distribution as dividend amongst shareholders. The principles of determination
of the divisible profit are given below:
1)
According to Section 123 of the Companies
Act, 2013 no dividends can be declared unless:
Ø Depreciation
has been provided for in respect of the current financial years for which
dividend is to be declared;
Ø Arrears
of depreciation in respect of previous years have been deducted from the profits;
and
Ø Losses
incurred by the company in the previous years.
2)
Section 123 of the Companies Act, 2013
provides that before any dividend is declared or paid a certain percentage of
profits for that financial year depending upon the rate of dividend to be paid
or declared should be transferred to the reserves of the company.
Provided
that nothing in this sub-section shall be deemed to prohibit the voluntary
transfer by a company of a higher percentage of its profits to the reserves in
accordance with such rules as may be made by the Central Government in this
behalf.
3)
No dividend shall be payable except in
cash;
4)
There is no prohibition on the company
for the capitalization of profits or reserves of a company for the purpose of
issuing fully paid-up bonus shares or paying up any amount for the time unpaid
on any shares held by the members of the company.
5)
Any dividend payable in cash may be
paid by cheque or warrant sent through the post directed to the registered
address of the shareholder entitled to the payment of the dividend or in the
case of joint shareholder to the registered address of that one of the joint shareholder
which is first named on the register of members or to such person and to such
address as the shareholder or the joint shareholder may in writing direct.”
Transfer to Reserves: Section 123 of the Companies Act, 2013 provides that
No
dividend shall be declared or paid by a company for any financial year out of
the profits of the company for that year arrived at after providing for
depreciation in accordance with the provisions of Schedule II, except after the
transfer to the reserves of the company a certain percentage of its profits for
that year as specified:
i.
Where the dividend proposed exceeds 10
percent but not 12.5 percent of the paid-up capital, the amount to be
transferred to the reserves shall not be less than 2.5 percent of the current
profits;
ii.
Where the dividend proposed exceeds
12.5 percent but does not exceeds 15 percent of the paid-up capital, the amount
to be transferred to the reserves shall not be less than 5 percent of the
current profits;
iii.
Where the dividend proposed exceeds 15
percent, but does not exceed 20 percent of the paid-up capital, the amount to
be transferred to the reserves shall not be less than 7.5 percent of the
current profits; and
iv. Where the dividend exceeds 20 percent of the paid-up capital, the amount to the transferred to reserves shall not be less than 10 percent of the current profits.
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