Equity on the Balance Sheet: Ordinary Shares, Preference Shares and Reserves
Equity is what is left of the assets after every liability is met, and the balance sheet presents it as share capital plus reserves. Anjani Stationers shows Rs 1,42,00,000: share capital of Rs 40,00,000 and retained earnings of Rs 1,02,00,000. The word covers two different instruments. What an instrument obliges the business to do matters more than what it is called, so one of the two, preference capital, often sits outside equity altogether.
Here is what sits underneath that. EquityWhat is left of a business for its shareholders once every obligation to somebody else has been met. On the balance sheet it is the difference between total assets and total liabilities, never a figure computed on its own. is not a thing the business went out and got. Equity is an arithmetic remainder. Anjani Stationers Private Limited, an invented stationery business, holds Rs 1,80,00,000 of assets and owes Rs 38,00,000, so Rs 1,42,00,000 belongs to the people who put money in and left profit behind. Nobody wrote that figure down. The figure fell out of a subtraction, and it will move whenever either side of the subtraction moves.
Two figures feed the equity section from elsewhere in the accounts. The balance sheet gives Anjani Stationers' equity and liability totals and the capital employed reconciliation of Rs 1,52,00,000. The income statement gives profit after tax of Rs 30,00,000 and basic earnings per share of Rs 7.50, and no dividend was paid in year two. Every component inside the published equity figure has a name, each of the two share instruments entitles its holder to something specific, one test decides whether an instrument sits in equity or in liabilities, a reserve is a record rather than a pot of money, and the movement from Rs 1,12,00,000 to Rs 1,42,00,000 reconciles to the rupee.
What is equity, and what are the Equity Types inside the figure?
Everything about equity hangs off one subtraction, so the subtraction comes first. A business has things: cash, stock, machinery, money customers have not paid yet. A business owes things: suppliers, lenders, tax, a landlord. Settle every one of those obligations in full and whatever remains belongs to the shareholders. The remainder is equity. Equity is called a residual for exactly that reason: it is the last thing measured and the first thing to absorb a change anywhere else.
Equity is never raised as a figure. It is what survives after every claim ahead of it has been satisfied, so a single rupee of new liability reduces it without anybody touching the share capital account. Anjani Stationers reports Rs 1,80,00,000 of assets against Rs 38,00,000 of liabilities. If a supplier invoice for Rs 1,00,000 turned up late and was recorded, liabilities would rise to Rs 39,00,000 and equity would fall to Rs 1,41,00,000, with nobody buying or selling a single share.
Now open the remainder up. Inside it sit three things that behave nothing like each other. The first is share capital, being the nominal amount of the shares the business has put into issue. Anjani Stationers has Rs 40,00,000 of it, made up of 4,00,000 ordinary shares of Rs 10 each. The second is preference capital. Preference capital is also called share capital, is also issued to holders called shareholders, and frequently does not appear inside equity at all. The third is reserves, everything the business earned and did not hand out, accumulated year after year. Anjani Stationers has Rs 1,02,00,000 of retained earnings and no other reserve.
The three Equity Types differ on where the money came from and on what the business promised in return, and those two questions decide everything that follows, including which side of the balance sheet the instrument lands on. Share capital came from outside and promised nothing. Reserves came from trading and promised nothing. Preference capital came from outside and, depending entirely on how it was written, may have promised a great deal. The third case stays provisional until the classification test below. Anjani Stationers has issued no preference shares at all, so every preference figure that follows is a hypothetical built beside the published accounts and never inside them.
Anjani Stationers reports total assets of Rs 1,80,00,000 and total liabilities of Rs 38,00,000. What is its equity?
What is an ordinary share, and what does it actually entitle its holder to?
Take something small enough to hold before the definition. A woman runs a snack stall outside a college gate. Every evening she pays the gas supplier, the boy who helps her, and the rent for the pavement licence. Whatever is in the tin after those three are paid is hers. Some evenings it is more than everybody else took put together. No rule says she gets a minimum, so some evenings there is nothing and she goes home with nothing. Nobody promised her an amount. She holds the last claim on the tin.
An ordinary shareThe basic unit of shareholding in a company. Also called an equity share. An ordinary share carries a vote, no promised return, and the entitlement to whatever is left after everybody else has been paid. is that position written down and made transferable. Four things define it and none of them is optional. The share carries a residual claimThe entitlement to whatever remains after every prior claim has been settled in full. A residual holder is paid last, receives no stated amount, and absorbs both the shortfall and the excess., so the holder is entitled to what is left and to nothing specific. The share ranks last on a winding up, behind every lender and behind preference capital. The share ordinarily carries a vote, one per share, and the vote is how the holders appoint the people who run the business on their behalf. And it carries no promised return whatsoever: a dividend on an ordinary share is declared at the business's own discretion, and a business that declares none has broken nothing.
The ordinary shareholder is paid last and precisely for that reason holds the entire upside, and those are not two facts about the instrument but one fact stated twice. The mechanism matters more than the words. Every claim ahead of the ordinary shareholder is for a stated amount: the supplier's invoice, the lender's interest, the preference dividend at its stated rate. Once each of those has been paid its fixed number, none of them can ask for a rupee more no matter how well the year went. So every additional rupee the business earns, after the fixed claims are met, has nowhere else to land. The rupee lands on the ordinary shareholder, the only claimant without a ceiling. Moving the queue moves both halves together. Putting the ordinary holder further forward would require capping what that holder receives, and a capped holder standing further forward is exactly what a preference share is.
On a winding up, the ordinary shareholder is paid after every other claim. What does the ordinary shareholder receive in exchange for standing at the back of that queue?
What is a Preference Share, and what does its stated rate promise?
The everyday version first. A man puts Rs 2,00,000 into a fixed deposit at a bank. He knows before he starts what he will receive and he knows he will receive no more than that, however profitable the bank turns out to be that year. He also knows that if the bank is in difficulty he stands ahead of the bank's shareholders. He has bought priority and given up upside, and that trade is the whole idea.
A preference shareA share carrying a stated dividend rate and priority over ordinary shares for dividend and usually for capital on a winding up, generally without a vote. Called preference capital in the accounts. is that trade written as a share. The share carries a stated dividend rate applied to its face amount, so the holder knows the number before the year begins. The share ranks ahead of ordinary shares for that dividend: no ordinary dividend may be paid until the preference dividend has been. Preference capital usually ranks ahead of ordinary shares for the return of capital on a winding up as well. And it usually carries no vote in the ordinary running of the business, on the reasoning that a holder promised a fixed return has less need to direct decisions than a holder whose return depends on them.
Four variations then decide what a particular preference share actually does, and every one of them is a term in the instrument rather than a property of the category. CumulativeA term meaning that a dividend not paid in one year is not lost. The unpaid amount accumulates as an arrear. The arrear must be cleared first, and only then can an ordinary dividend be declared. or not: if a dividend cannot be paid in a poor year, a cumulative share carries the shortfall forward as an arrear that must be cleared before any ordinary dividend, while a non-cumulative share simply loses that year. Participating or not: a participating share takes its stated rate and then shares in a further slice of surplus alongside the ordinary holders. Participation is the one variation that puts the ceiling back up for negotiation. RedeemableA term meaning the instrument is bought back by the business, either on a fixed date or on the holder's demand. A redemption date the business cannot avoid turns the share into a liability. or not: a redeemable share is bought back by the business, often on a stated date, while an irredeemable one carries no end date at all. And convertible or not: a convertible share may turn into ordinary shares on stated terms. Every one of those four is written into the terms of the individual instrument. The words preference share on their own therefore tell a reader almost nothing about what the business has actually promised.
Worked on figures, the priority mechanism stops being a word. Suppose Anjani Stationers had issued Rs 20,00,000 of preference shares carrying a stated rate of 9 per cent. The annual preference dividend would be Rs 1,80,000, and it would be Rs 1,80,000 in a strong year, an ordinary year and a poor year alike. In a year with Rs 30,00,000 available to distribute, the preference holders take Rs 1,80,000 and the ordinary holders are entitled to consider the remaining Rs 28,20,000. In a year with only Rs 3,00,000 available, the preference holders still take Rs 1,80,000 and only Rs 1,20,000 remains behind them. In a year with Rs 1,00,000 available, the preference holders take all of it, the ordinary holders take nothing, and if the shares are cumulative the unpaid Rs 80,000 is carried forward as an arrear.
In India, the presentation of financial instruments as liabilities or equity sits in Ind AS 32 Financial Instruments Presentation, their recognition and measurement in Ind AS 109 Financial Instruments, earnings per share in Ind AS 33, and the prescribed format of the balance sheet in Schedule III to the Companies Act 2013. The Companies Act 2013 itself governs the issue, the terms and the redemption of preference shares for companies incorporated under it. The 9 per cent above is an assumed rate; the rate a real instrument carries is written into its terms. Any condition relied upon is governed by the current text of the standard and of the Act at the Ministry of Corporate Affairs, and what a particular instrument does is stated in the share capital note of the accounts concerned.
A cumulative preference share carries a stated dividend that cannot be paid this year because the business made a loss. What happens to that year's dividend?
Equity Shares vs Preference Shares: what actually differs between them?
Each instrument now stands on its own definition, so neither needs to be explained through the other. Five things differ, and the five are worth being strict about. The usual comparison mixes features with consequences, and a reader who learns it that way cannot predict how an unfamiliar instrument will behave.
| What differs | Ordinary share, also called an equity share | Preference share |
|---|---|---|
| Ranking on a winding up | Last of all, behind every lender and behind preference capital | Ahead of ordinary shares, behind every lender |
| The return the holder is entitled to | Nothing stated. A dividend is declared at the business's discretion or not at all | A stated rate applied to the face amount, paid before any ordinary dividend |
| Voting in the ordinary running of the business | Ordinarily one vote per share | Ordinarily none, though the terms may give a vote on matters that affect the holder |
| Maturity, meaning whether there is an end date | None. The share continues until the business is wound up | Depends entirely on the terms. Redeemable shares have an end date, irredeemable ones do not |
| The upside when the business does unusually well | All of it, with no ceiling of any kind | None, unless the terms make the share participating |
Four of those five differences are settled by the category. The fifth, maturity, is settled only by reading the individual instrument, so maturity is the one that decides the accounting. Read the table once more with that in mind. Ranking, return, voting and upside can be stated about preference shares in general. Maturity cannot: two preference shares carrying identical rates and identical ranking can differ completely on whether the business must ever hand the money back, and that single difference is worth more to a reader of accounts than the other four combined.
Anjani Stationers has an unusually strong year and the profit available to distribute doubles. Who is entitled to the additional amount?
What does Equity Accounting Classification actually turn on?
Here is the point at which the accounts stop caring what anybody called the instrument. Both a preference share and an ordinary share are called shares, are issued to people called shareholders, and are recorded in a share capital account. The accounts test something else entirely, and the test is a single question: is the business cornered into paying money out, with no way of declining? If it is, what it issued is a financial liability. If it is not, what it issued is equity.
Run three instruments through that gate and watch two of them land on one side and one on the other. Anjani Stationers' own 4,00,000 ordinary shares: no holder can require the business to pay anything, a dividend is declared only if the business chooses, and the capital is never repayable while the business continues. The shares are equity, and Rs 40,00,000 of share capital sits inside the Rs 1,42,00,000 for exactly that reason. An irredeemable preference share whose dividend is payable only at the business's discretion: again, nothing can be demanded, so again equity, despite the stated rate printed on it. A preference share the business must redeem on a fixed date: the holder can require cash on that date and the business cannot refuse, so it is a financial liability from the day it is issued, sitting with the borrowings rather than with the shares.
Two instruments both correctly called shares can sit on opposite sides of the same balance sheet, and that is substance over form working exactly as it was designed to. The consequence runs straight into the income statement and this is the half readers forget. An instrument classified as equity pays its return as a distribution: profit is earned first, tax is charged on it, and the payment appears in the statement of changes in equity without ever touching the profit figure. An instrument classified as a liability pays its return as a finance cost. A finance cost sits above profit before tax and reduces it. On the hypothetical Rs 20,00,000 at 9 per cent, that is Rs 1,80,000 taken off profit before tax in the liability case and nothing at all in the equity case, on identical cash leaving the business on identical dates.
A business issues preference shares that it must buy back for cash on a fixed date five years from now. Where do those shares sit on the balance sheet?
Are reserves money, and can Anjani Stationers spend them?
Reserves are the most misread line on a balance sheet, and the misreading is worth slowing down for. Anjani Stationers reports retained earnings of Rs 1,02,00,000. The same balance sheet reports cash of Rs 5,00,000. Retained earnings and cash sit a few lines apart in the same statement, and a great many readers, experienced ones included, quietly assume the first is a larger version of the second.
A household makes the point first. A couple have been earning and saving for eleven years and could say that roughly Rs 40,00,000 of what they earned was never spent on living. Asked to produce that Rs 40,00,000, they cannot. The money went into a flat, a scooter, a daughter's fees and a shop deposit. The Rs 40,00,000 is a completely true statement about where value came from. The same Rs 40,00,000 is a completely false statement about where value is. Their bank balance this morning is Rs 22,000.
A reserve records where value came from, not where it is, and Anjani Stationers holds Rs 1,02,00,000 of retained earnings against Rs 5,00,000 of cash for exactly that reason. Follow the rupees. Each year's profit was earned, and each year it was left in the business rather than paid out. But leaving it in the business is not the same as leaving it in the bank. The profit went into binding machinery, into paper stock sitting in the shed, and above all into goods that schools and dealers have bought on credit and not yet paid for. For a business carrying roughly 128 days of receivables, that last item is a very large number. Of the Rs 1,80,00,000 of assets on the balance sheet, Rs 1,75,00,000 is something other than cash. The reserve is the record of the earning. The assets are where the earning went.
Two consequences follow and both matter more than the definition. First, reservesThe accumulated amounts a business has earned or received and not distributed, shown inside equity. Retained earnings is the commonest reserve and records profit kept rather than paid out. can be very large while the ability to pay a dividend is very small, because a dividend is paid in cash and cash is a different line. Anjani Stationers holds Rs 5,00,000 of cash, so it could not write a cheque for Rs 50,00,000 out of a Rs 1,02,00,000 reserve. Second, the reverse trap is just as real. Borrowed cash is still cash, so a business can hold a great deal of it and still have no reserves to distribute. Reserves answer whether there is anything to distribute. Cash answers whether there is anything to distribute it with. A business needs both answers to be yes, and the two questions are read off different lines of different statements.
Anjani Stationers has retained earnings of Rs 1,02,00,000 and cash of Rs 5,00,000. Can it pay a dividend of Rs 50,00,000 out of its reserves?
How does equity move from one year to the next?
Equity has no life of its own. Equity moves because something else moved, and there are only a handful of somethings. Anjani Stationers opened year two with equity of Rs 1,12,00,000, being the same Rs 40,00,000 of share capital and Rs 72,00,000 of retained earnings brought forward. The business earned Rs 30,00,000 of profit after tax and paid no dividend. Add the one and subtract the other and the closing figure is Rs 1,42,00,000, the published position exactly.
| Anjani Stationers, movement in equity, year two | Share capital | Retained earnings | Total equity |
|---|---|---|---|
| Opening balance | Rs 40,00,000 | Rs 72,00,000 | Rs 1,12,00,000 |
| Profit after tax for the year | nil | Rs 30,00,000 | Rs 30,00,000 |
| Dividend declared and paid | nil | nil | nil |
| Shares issued or bought back | nil | nil | nil |
| Closing balance, as published | Rs 40,00,000 | Rs 1,02,00,000 | Rs 1,42,00,000 |
Profit is the ordinary route into equity but it is not the only one, and the routes that bypass profit entirely are where a careless reader loses the reconciliation. Three of them are worth naming now. A share issue brings cash in and raises share capital without a single rupee passing through the income statement. A buyback takes cash out and reduces equity, again without touching profit. And certain gains and losses are taken directly to other comprehensive income. Other comprehensive income sits inside equity and never reaches the profit line at all. Anjani Stationers had none of these in year two, so its movement is a clean two-line reconciliation. A business whose equity moved by more than its profit is signalling that one of these three happened.
Opening equity is Rs 1,12,00,000, profit after tax for the year is Rs 30,00,000, and no dividend is declared. What is closing equity?
One more figure falls straight out of the closing position and is used constantly, so compute it now rather than leaving it implied. Book value per shareTotal equity divided by the number of ordinary shares in issue. Book value states what the accounts say each share represents. What anybody would pay for one is a different question. is total equity divided by the number of ordinary shares in issue: Rs 1,42,00,000 over 4,00,000 shares, which is Rs 35.50 a share. Set beside basic earnings per share of Rs 7.50, these are the two numbers a reader most often wants from an equity section. The accounts carry most assets at what was paid for them rather than at what they would fetch, so book value per share says what the accounts record behind each share and nothing whatsoever about what a share is worth.
Anjani Stationers has equity of Rs 1,42,00,000 and 4,00,000 ordinary shares in issue. What is book value per share?
What would Rs 20,00,000 of preference capital do to this balance sheet?
Everything above can now be run as one arithmetic. Anjani Stationers needs Rs 20,00,000 and can raise it three ways: by issuing ordinary shares, by issuing irredeemable preference shares whose dividend is payable only if the business declares it, or by issuing preference shares it must redeem in five years at a stated 9 per cent. Nothing of the sort was issued and the published accounts show no preference capital at all, so the three routes are a hypothetical built beside the published figures.
The same Rs 20,00,000 of cash arrives in all three cases, so total assets rise from Rs 1,80,00,000 to Rs 2,00,00,000 in all three cases. Hold that fixed while everything else moves. Under the ordinary route and the irredeemable preference route, the instrument passes the cash obligation test, so Rs 20,00,000 lands in equity. Equity becomes Rs 1,62,00,000 and liabilities stay at Rs 38,00,000. Under the redeemable route the instrument fails the test, so Rs 20,00,000 lands in liabilities. Liabilities become Rs 58,00,000, equity stays at Rs 1,42,00,000, and the Rs 1,80,000 annual return becomes a finance cost that takes profit before tax from Rs 38,00,000 down to Rs 36,20,000.
| The same Rs 20,00,000, three ways | Ordinary shares | Irredeemable preference | Redeemable preference |
|---|---|---|---|
| Where the instrument sits | Equity | Equity | Liabilities |
| Total equity | Rs 1,62,00,000 | Rs 1,62,00,000 | Rs 1,42,00,000 |
| Total liabilities | Rs 38,00,000 | Rs 38,00,000 | Rs 58,00,000 |
| Total assets | Rs 2,00,00,000 | Rs 2,00,00,000 | Rs 2,00,00,000 |
| Borrowings and lease liability | Rs 10,20,000 | Rs 10,20,000 | Rs 30,20,000 |
| Debt to equity on those borrowings | 6.30 per cent | 6.30 per cent | 21.27 per cent |
| Profit before tax for a full year | Rs 38,00,000 | Rs 38,00,000 | Rs 36,20,000 |
Read the total assets row before any other. The row does not move: the business raised the same Rs 20,00,000 in every case and is holding exactly the same Rs 2,00,00,000 of things. The ratio a lender reads off the same balance sheet is more than three times higher in one case than in the other two. Nothing about the trade differs. The notebooks are the same notebooks. The point is not that one route is better. The balance sheet is reporting the shape of an obligation, and the obligation genuinely is different. In the third case a specific sum must be found on a specific date. In the first two it need never be found at all.
Raise the same money three ways at once, and watch two ratios walk away from each other.
Three readings carry the point. At Rs 0 all three routes read equity Rs 1,42,00,000, liabilities Rs 38,00,000 and debt to equity 7.18 per cent. Raise Rs 20,00,000 and the two equity routes fall to 6.30 per cent while the redeemable route climbs to 21.27 per cent. Raise Rs 40,00,000 and the equity routes read 5.60 per cent against 35.35 per cent for the redeemable route, on total assets of Rs 2,20,00,000 in every case. The gap between the two markers is the entire teaching point: it opens purely because of a term written into an instrument, and the money, the assets and the trade are identical at every setting of the slider.
Who reads an equity figure, and what do they do with it?
Leave the mechanism for a moment. Three different people open the same equity section in the same week, and none of them is reading it for the same reason.
A lender reads the share capital note before it reads any funding ratio, an analyst divides equity by the share count and then refuses to call the answer a value, and Vaidehi Rao reads the reserve against the cash line before she puts a dividend to the board. Watch each of them work. The lender's ratio is the one shown above, and its input is not the word equity on the face of the balance sheet but the composition of it in the note. A redemption falling due before the loan matures is a competing call on the same cash. So a lender presented with Rs 1,42,00,000 of equity wants to know how much of that is ordinary capital that can never be demanded back, and how much is preference capital with a redemption date inside the lender's own repayment period.
The analyst's use is the book value per share of Rs 35.50, and the discipline is knowing what it does not say. The figure says the accounts record Rs 35.50 of net assets behind each share, on measurement rules that carry most assets at what was paid for them. The figure does not say a share is worth Rs 35.50, does not say anybody would pay that, and for a business whose value sits in things the accounts never recognise, such as a brand or a set of school relationships, book value can be a long way below anything sensible. The analyst therefore uses it as one input among several and never as a conclusion. And Vaidehi Rao, as finance controller inside the business, has the most immediate use of all. Before any dividend is discussed she reads two lines, not one: retained earnings of Rs 1,02,00,000 tells her there is something distributable in principle, and cash of Rs 5,00,000 tells her what could actually be paid out this week. She needs both to be yes, and on these figures only one of them is.
The mistake: comparing two businesses on a funding ratio without reading what the instruments are
An analyst screens a list of businesses on debt to equity and rejects one because the ratio looks high. Take Anjani Stationers' own published position and run the Rs 20,00,000 hypothetical through it twice, changing nothing but the instrument. Raised as ordinary shares, the money leaves borrowings and lease liability at Rs 10,20,000 against equity of Rs 1,62,00,000, a ratio of 6.30 per cent. Raised as redeemable preference shares, it leaves Rs 30,20,000 against equity of Rs 1,42,00,000, a ratio of 21.27 per cent. Both hold Rs 2,00,00,000 of assets. Both sell the same notebooks to the same schools.
The second business looks more than three times as indebted on the ratio, and it is more obliged. But the same Rs 20,00,000 of cash arrived from a shareholder in both cases, so it is not more indebted in the sense the screen was actually testing. The redemption date is real and belongs in the analysis. A rejection made without knowing the date exists does not belong, and nor does a conclusion that the first business is more conservatively funded when the only difference is a term nobody looked up.
The fix costs a reader about five minutes. Read the share capital note and the borrowings note of both businesses before letting any funding ratio decide anything, find whether any instrument called a share carries a redemption date or a mandatory dividend, and where the two are structured differently, restate one on the other's basis before saying a word about funding. A reader may never turn this into a claim that anybody structured an instrument in order to flatter a ratio. A business with a genuine need for capital that cannot be demanded back and a business with a genuine need for capital it intends to repay produce exactly this pattern, and nothing in the published figures separates the two.
Two businesses hold identical assets and sell identical goods. One raised Rs 20,00,000 as ordinary shares, the other as redeemable preference shares. Which looks more indebted on a debt to equity ratio, and is the underlying position different?
References
| Source | Document | Where |
|---|---|---|
| Ministry of Corporate Affairs | Ind AS 32 Financial Instruments Presentation, for the contractual obligation test that separates a financial liability from an equity instrument, and for the different presentation of the return on each | mca.gov.in |
| Ministry of Corporate Affairs | Ind AS 109 Financial Instruments, for the recognition and measurement requirements that follow the classification | mca.gov.in |
| Ministry of Corporate Affairs | Ind AS 33 Earnings per Share, for the basic earnings per share measure set beside book value per share | mca.gov.in |
| Ministry of Corporate Affairs | Schedule III to the Companies Act 2013, for the prescribed balance sheet format in which share capital, other equity and financial liabilities appear as separate captions, and the Companies Act 2013 itself for the provisions governing the issue and redemption of preference shares | mca.gov.in |
| Institute of Chartered Accountants of India | Guidance on the presentation and disclosure of share capital, other equity and the statement of changes in equity | icai.org |
Anjani Stationers Private Limited and Vaidehi Rao are invented.
Educational material. Not advice on any investment, tax, budget or market position.
