Issue of Shares- Equity and Preference Shares

Issue of Shares- Equity and Preference Shares

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The word ‘Issue of Shares’ is the process that companies go through to distribute new stocks to shareholders. All interests can study individual or corporate shareholders. A business unit accesses its shares following the Companies Act provisions stated for such a matter. Three basic steps of an issuing share process include Issue of the Prospectus, Entering of Applications, and Issue of the Shares. The method of distribution of new shares is called Allocation or allotment. Let’s check the different types of shares held by companies and the process of share issuance that a company must strictly adhere to.

Nature and Different Classes of Shares

A share of a company is the smallest parts that make up the total capital of a company. Therefore, suppose that the total capital of a company is $500,000 and it is divided into 5,000 units of $100 each. Consequently, one share of the company would be $100.

This is the case with a share, which is the basis of possession of the company. Moreover, the shareholder is the one who acquires such shares and becomes a member of the company as well. This individual is called a shareholder.

The Articles of Association will involve important details about shares and share capital, such as which classes of shares will be designated. The Companies Act 2013 categorizes shares into two classes, each being unique in terms of privileges, returns, and responsibilities. Let’s dive into the details and go over these categories.

Distinct features of Equity Shares versus Preference Shares

Preference Shares

A preference share has two specific preferences over equity shares. These exclusive conditions are:

  • Providing dividends declared by the company with priority over other investors and the amount of dividends is usually based on their nominal share value. Preference shareholders are the ones who will have the privilege of receiving dividends prior to equity shareholders.
  • Priority given to the repayment of capital in case of the company’s liquidation. Preference shareholders receive dividends before equity shareholders in such scenarios.

Besides the two rights, preference shares are indeed similar to equity shares. Preference shareholders are empowered to vote on all matters that might affect their rights and obligations directly.

Along with small business investors, preference dividends can be spread across many other areas. They may be:

  • Redeemable or irredeemable,
  • Participating (entitled to additional profits after dividends are distributed) or non-participating,
  • Cumulative (arrears in dividends accumulate) or non-cumulative.

Equity Shares

Equity share is a type of share that do not enjoy preferential rights compared to preference share. They stand for the same ownership in the business but no other privileges that might be come with it.

The dividends that equity shareholders receive are not a fixed amount; rather, they are determined by the decision of the Board of Directors, which is influenced by the company’s overall performance. However, if a dividend cannot be paid for a certain year, shareholders are deprived of their right to that year’s dividend; dividends cannot be accumulated.

Equity shareholders’ votes are in correspondence with the number of capital they have paid in, following the principle of one vote per one share. No corporations can ever issue any non-voting equity shares; all equity shares of a corporation must carry full voting rights.

Issue of Shares

When a company intends to raise capital through share placement to the public, it needs to follow the procedures and regulations as established under the Companies Act 2013. The company may decide to charge subscribers in installments even though the subscription is upfront. Let us analyze the stages and procedures which are needed in the issuance of fresh shares.

Shares Issue Procedure

1. Issue of Prospectus

Before the company decides to issue shares, it has to make a prospectus. The prospectus can be seen as the offer to the public to subscribe to the company’s shares and is full of information about the company, such as, its financial structure, previous year’s balance sheet, profit and loss statements etc.

Furthermore, the prospectus includes the utilization of the capital raised. The act of seeking for deposits from the general public requires the company to issue a prospectus or a document that acts as a substitute for a prospectus.

2. Receiving Applications

The applicability followed the publication of the prospectus. This allowed the investors to register their interest. The applicant needs to obtain a prospectus of the issue and fill in an application form with such funds as mentioned in the prospectus in the designated bank. The application period may be kept open up only for 120 days.

In case the subscription doesn’t reach the minimum of 120 days, the issuance of shares will be canceled. In this kind of situations, the investor’s application money must be returned within 130 days of issuing the prospectus.

3. Allotment of Shares

After the minimum subscription threshold has been attained share allocation can begin. Generally, there will be an over subscription of shares, thus the allotment is done on a pro-rata basis. Use our AI to write for you about any topic! Enjoy our sample by starting a free trial today! Correspondence of Letters of Allotment is sent to the successful candidates that serves as a legitimate contract between the company and the shareholder-be, who will now be a shareholder of the company.

The ones who got a ‘no’ response get a letter of regret. Abiding by the allotment, the company shall be at liberty to collect the share capital either in lump sum or in installments.

How FastLane Group Can Help?

As a licensed company, FastLane possesses the right capabilities to guide the allotment of shares and to help the companies stay on the right track and adhere to Hong Kong Law. We offer corporate services like a company secretary, accounting, and audit. With the depth of knowledge of our team, we can help your company meet all compliance requirements and ensure that the procedure is efficient, timely, and complete with all necessary documentation. Contact us now!