Company Law - Shares

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SHARES

• MEANING

 The literal meaning of ‘share’ is ‘part’ or ‘portion’. But in the context of share-capital of a compan
share has a different meaning .
 It can be said that every part of joint capital of a company is a ‘share’, By acquiring the share of a
company, any individual can become company’s shareholder.
• CHARACTERISTICS

 Movable Property
 Number
 Share Certificate
 Registeration of Share
 Right and Interest
 Passive Property
1. MOVABLE PROPERTY

 The share or other interest of any member if company is movable property and company is
transferable in the manner provided by the article of the company .
2. NUMBER

 Each share in the company having a share capital is ditinguished by its appropriate
number.
3. SHARE

 Every shareholder is issued a certificate under the common seal of the company certifying
in the number of shares held by him . This is called share certificate .
4. REGISTERATION OF SHARE

 The comapany maintains a register of its member in which the name, address, the number
of share held, and the amount paid on each share by every holder of the company’s share
is recorded .
5. RIGHT AND INTEREST

 A shareholder of the company has certain rights and interest and, at the same time, has
certain liabilities . A share is not merely an amount of money; it is a right of holder
which is measured in terms of money and constitutes certain rights and obligations .
6. PASSIVE PROPERTY

 A share is a symbol of ‘passive’ property . The ‘active’ property is in the possession of the
company .
• TYPES OF SHARES
• EQUITY SHARES

 An equity share, normally known as ordinary share is a part ownership where each
member is a fractional owner and initiates the maximum entrepreneurial liability
related to a trading concern . These types of shareholders in any organization possess
the right to vote .
• FEATURES OF EQUITY SHARES
CAPITAL

 Equity share capital remains with the company. It is given back only when the company
is closed.
 Equity Shareholders possess voting rights and select the company’s management.
 The dividend rate on the equity capital relies upon the obtainability of the surfeit
capital. However, there is no fixed rate of dividend on the equity capital.
• TYPES OF EQUITY SHARE
• PREFERENCE SHARE

 Preference shares, also known as preferred stock, is an exclusive share option which
enables shareholders to receive dividends announced by the company before the equity
shareholders.
 Preference shares provide the shareholders with the special right to claim dividends
during the company lifetime, and also with the option to claim repayment of capital, in
case of the wind up of the company.
• FEATURES OF PREFERENCE SHARES

 Preferential dividend option for shareholders.


 Preference shareholders do not have the right to vote.
 Shareholders have a right to claim the assets in case of a wind up of the company.
 Fixed dividend payout for shareholders, irrespective of profit earned.
 Acts as a source of hybrid financing.
• TYPES OF EQUITY SHARE
• DIFFERENCE
• DEFERRED SHARES

 Deferred shares are also called as founder shares because these shares were
normally issued to founders. The shareholders have a preferential right to
get dividend before the preference shares and equity shares. No Public
limited company or which is a subsidiary of a public company can issue
deferred shares. This shares are issued to the founder shares to control over
the management by the virtue of their voting rights.
• STOCK

 Stock is a type of investment that is done by individuals and businesses when they
invest their money in business ventures in order to get a higher return on their
investment. When stock is bought it means that an individual possessing that stock is
possessing a part of the company whose stock was purchased.
• CHARACTERISTICS OF STOCK

 A company cannot invite the public to buy its stock.


 Only fully paid up share of a company can be converted into its stock .
 The stock has no definite number.
 The stock-holder of a company is paid a dividend by the company.
 The company’s articles must have a provision to convert share into stock.
• CONVERSION OF SHARE INTO
STOCK

 When a company has received the fully paid value of its share, it can convert the amount
received into it’s ‘stock’ of a company represents the value of its fully paid shares, which
the company can divide into smaller parts of any amount so that the shares of a company
are easily transferable. It is, therefore that each part of stock is ’share’.
• PROCEDURE OF CONVERTING
SHARE INTO STOCK

 To pass a resolution in the meeting of shareholders.


 Information of conversion to the registrar.
 To make alteration in the articles.
 To close transfer books and to inform the shareholders.
 To issue stock certificate and prepare register.
 Transfer of stock.
• DIFFERENCE
• VOTING RIGHTS OF PREFERENCE
SHAREHOLDERS

 As a general rule, the holder of preference share have no voting right; but, in the
following situtations
1. Issue related to their interest
2. Non payment of Dividend
• VOTING RIGHTS OF EQUITY
SHAREHOLDER

 Every equity shareholder has right to vote on every resolution placed before the company
at any meeting. Also the voting right of every equity shareholder is proportionate to his
contribution to paid-up capital of the company.

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