Additional Paid-In Capital vs Contributed Capital Overview, Differences

The share premium can be money received for the sale of either common or preferred stock. A balance is recorded in this account only when there’s a direct share sale from the company, usually from a capital raise or initial public offering. Secondary trading between investors does not impact the share premium account. Share premium can be money received for the sale of either common or preferred stock. A balance is recorded in this account only when there’s a direct share sale from the company, usually from a capital raise or initial public offering (IPO).

  1. Where shares are presented as liabilities, the share premium should be presented as part of the liability.
  2. A share premium account is recorded in the shareholders’ equity portion of the balance sheet.
  3. The value of a share premium account likely changes over time as a company issues new shares at the market value as opposed to the par value.
  4. The share premium account records the amount received that is above the subscription price of a share.
  5. The timing of initial recognition of issued shares should follow legal and regulatory requirements.

The difference between the par value and the subscription amount is the share premium. Ten dollars is credited to the common stock account and the additional $14,990 is credited to the share premium or additional paid-in capital account. Therefore, the shareholders paid $15 for each share of stock, the company raised $15,000 in equity capital, out of which $10,000 is the share capital, and the remaining $5,000 is the share premium. Both the share capital and the share premium are recorded in the balance sheet under shareholder’s equity.

The above are essentially the options to convert the share premium account into share capital. Section 618 (2) states that upon commencement of section 74, any amount standing ot the credit of a company’s share premium account and capital redemption reserve shall become part of the company’s share capital. Section 74 of the Act essentially abolishes the share capital and share premium par or nominal value of the shares. As such, steps need to be taken with regards to the share premium account which is made up of monies that shareholders have paid in excess of the par or nominal value of the shares. Share premium is the amount by which the fair value of the consideration received for shares exceeds the nominal value of the shares.

Share capital is the money generated from issuing shares at their nominal value and is reflected on the company’s balance sheet. Incremental costs directly attributable to the issue of shares are accounted for as a deduction from consideration received, and are recorded in share premium. Share premium reflects the proceeds received (net of allowable costs) in excess of the par value. A better understanding of share premiums’ impact can be gained by examining the advantages and potential risks for shareholders and companies, along with factors to consider when investing in premium shares. Share premiums arise when companies issue shares at a price higher than their nominal value, signaling confidence in the company’s future growth and profitability. The mechanics behind share premiums can be understood by exploring the concepts of nominal value, market value, and their role in influencing share premiums.

The account for the additional paid-in capital is created every time when a company issues new shares to or repurchases its shares from shareholders. Note that the transactions with the company’s shares in the secondary market do not affect the company’s paid-in capital since it does not receive any cash for the transactions. Investors need to be aware of these limitations and the company’s adherence to its bylaws in the utilization of share premium funds, as well as the company’s share capital. This can help investors gauge the company’s financial health and its ability to raise additional capital through share premiums. The funds in the share premium account cannot be distributed as dividends and may only be used for purposes outlined in the company’s bylaws or other governing documents.

Shares are classified as equity when there is no contractual obligation to transfer cash or other financial assets. Incremental costs directly attributable to the issue of equity instruments are shown in equity as a deduction from the proceeds, net of tax. The shares held by company are recognised in ‘Total Shareholders’ equity’ as a deduction from retained earnings until they are cancelled. The premium received on issued shares must not be mixed with the share capital. Instead, it must be credited to a separate account known as the share premium account and shown as a separate item on the liability side of the balance sheet. For example, the company cannot distribute the funds in the account as dividends or use the balance to settle losses incurred by the business.

When listing items in the shareholder’s equity section of a balance sheet, the common stock account is listed first in the list, followed by the share premium account. Other items recorded in this section include treasury stock, earned compensation, and accumulated other comprehensive income. The share premium is recorded every time the company offers shares for sale directly to the public, either to raise capital for a project or during an IPO. However, trading between shareholders on an exchange, or privately does not affect the share premium account. The balance of a share premium account is expected to change if the company offers new shares for subscription at the market price. As a reserve account, companies can only use the funds for purposes discussed in their bylaws or other legal documents.

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Let us take the example of a company that sold its share of common stock to investors for $8.00 per stock. This article was prepared and accomplished by the author in his personal capacity. The opinions expressed in this article are the author’s own and is not intended to provide legal advice or suggest a guaranteed outcome as your situation may differ, and the law may have changed since publication. Also, this article does not reflect the view of Grant Thornton Thailand in this matter. For specific technical or legal advice on the information provided and related topics, please contact the author. In a recent Supreme Court decision, the case was ruled in favor of the Thai Revenue Department that the share premium is considered a subsidy under the hand of a Thai company.

Understanding Share Premium Account

However, share premium funds are subject to legal limitations and cannot be distributed as dividends. Issue of Shares at Premium means to issue the shares for a value more than its face value per share. For example, if the face value of shares is ₹20 each and they are issued at ₹25 each, then it will be the Issue of Shares at a Premium of ₹5. There is no legal restriction on a company for the issue of shares at a premium. There is a separate account called Securities Premium Reserve Account, in which the amount of the premium is credited.

Use of Share Premium Funds: Legitimate Expenses and Limitations

In view of both cases, it appears that the TRD adopts the concept of substance over form when considering tax liabilities arising from transactions. We note that a share premium payment must be valid both “by law” and “by tax”. When it comes to determining share value and its premium, consideration should be given whether the company itself has hidden economic value or future revenue expectation that could be reflected through share premium.

Where shares are presented as liabilities, the share premium should be presented as part of the liability. For accounting purposes under IFRS, legal share premium has to be analyzed between amounts relating to equity shares and shares that are presented as liabilities. When a company has received share premium, the company must be mindful of its effect on the company’s assessable capital, which is calculated by adding the company’s share capital and its share premium. For example, a company is restricted from paying dividends out of its share capital or share premium account as this could be deemed an unlawful reduction of capital/premium. On a balance sheet, share premium is akin to share capital in that it too is listed as an entry in the share capital and liabilities portion of the company’s balance sheet.

Par value indicates the minimum value at which a company may sell its shares to investors. On the other hand, the market value of shares is determined by the transactions occurring in the market. The par value of the shares was valued at $2.00 each; however, the company could sell each stock at $7.00. Many firms authorize shares with some nominal par value, often the smallest unit of currency commonly in use (such as one penny or $0.01), in many jurisdictions due to legal requirements. The firm may then sell these shares for a much higher price (as the par value is a largely archaic and fictional concept). Capital surplus is also a term used by economists to denote capital inflows in excess of capital outflows on a country’s balance of payments.

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In more direct terms, it is a payment or obligation for which a company is held liable by another party. This guide provides the latest information on sources of insurance and reinsurance law, overseas-bas… These materials were downloaded from PwC’s Viewpoint ( under license. This feedback is never shared publicly, we’ll use it to show better contributions to everyone.


If not, paying share premium would not be reasonable and might give rise to corporate income tax liability for the company (valid “By Tax” i.e. Economic Substance). A company’s contributed capital includes the value paid for equity through initial public offerings (IPOs), direct public offerings, and public listings. Essentially, contributed capital includes both the par value of share capital (common stock) and the value above par value (additional paid-in capital). Additional paid-in capital is the amount paid for share capital above its par value.

Investors should be aware of these potential risks when considering investments in shares with premiums and evaluate the company’s financial health, growth prospects, and industry trends to make informed decisions. Despite the potential benefits, investing in shares with premiums also comes with potential risks and considerations. Share premiums can lead to the overvaluation of a company, implying that the current price of the stock is not congruent with its earnings outlook or other fundamental factors.

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