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Microlesson · 5-min read

Capital Redemption Reserve – Computation and Fresh Issue Exemption

# Capital Redemption Reserve (CRR): Computation and Fresh Issue Exemption

## The Core Statutory Rule

Whenever a company buys back its own shares out of free reserves or securities premium, it must transfer to CRR an amount equal to the nominal (face) value of the shares bought back. This protects creditors by ensuring the permanent capital base is not eroded.

## The Formula

```

CRR Required = Nominal Value of Shares Bought Back

− Proceeds from Fresh Issue of Equity / Preference Shares

(issued specifically for the buyback)

```

## The Critical Debenture Exception

> Issue of Debentures does NOT reduce CRR requirement.

Debentures are debt, not equity capital. Issuing debentures does not replace the equity capital base; only new equity or preference shares do. This is one of the most commonly tested rules in this topic.

## Decision Table

Buyback funded byCRR Required
Free reserves / Sec Prem onlyFull nominal value
Partly by fresh equity or pref sharesNominal value − fresh share issue proceeds
Entirely by fresh equity or pref sharesNil
Partly by fresh debenturesNo deduction — full nominal value still required
Partly by debentures AND partly by fresh sharesDeduct only the fresh share proceeds

## Sources for Creating CRR

Permissible: Revenue Reserves (General Reserve), P&L Account (credit balance)

Not permissible: Securities Premium, Capital Reserve, or any reserve arising from capital profit

## Applying the Same Rule to Preference Redemption

The identical logic applies:

```

CRR for Pref Redemption = Nominal Value of Pref Shares Redeemed

− Proceeds of Fresh Equity / Preference Issue for this purpose

```

If both preference redemption and equity buyback happen in the same year, compute CRR for each separately, then total them.

Worked example

### Example 1

Q8-type: Fresh Issue of Both Debentures and Preference Shares — Which Reduces CRR?

Data: 62,500 equity shares (FV ₹20) bought back. Fresh issues: 2,500 Preference Shares × ₹100 = ₹2,50,000; 3,000 Debentures × ₹120 = ₹3,60,000.

Nominal value of equity shares bought back = 62,500 × ₹20 = ₹12,50,000

Fresh issue of Preference Shares = ₹2,50,000 → this REDUCES CRR

Fresh issue of Debentures = ₹3,60,000 → this does NOT reduce CRR

CRR Required = ₹12,50,000 − ₹2,50,000 = ₹10,00,000

Journal Entry:

Revenue Reserve A/c Dr ₹3,00,000

P&L A/c Dr ₹7,00,000

To CRR A/c ₹10,00,000

### Example 2

Q7-type: No Fresh Share Issue — Full CRR on Nominal Value

Data: 15,000 equity shares (FV ₹10) bought back. Only fresh issue is debentures at premium.

Nominal value = 15,000 × ₹10 = ₹1,50,000

Fresh share issue = Nil

Debenture issue = ignored for CRR

CRR Required = ₹1,50,000 (full amount)

This must come from General Reserve and/or P&L. After the premium on buyback consumed part of GR, the remaining GR + P&L must fund the full ₹1,50,000 CRR.

⚠️ Common exam mistakes

  • Reducing CRR by debenture issue proceeds — debentures are debt, not equity, and have no CRR deduction benefit.
  • Using Securities Premium to create CRR — only Revenue Reserves and P&L can fund CRR.
  • Forgetting to create CRR when the buyback is funded by Securities Premium — CRR is required whether the buyback comes from Sec Prem, free reserves, or both.
  • Creating one combined CRR entry for both pref redemption and equity BB instead of two separate entries — while the closing balance is the same, exam questions expect separate workings.
  • Applying the fresh issue deduction to the CRR for preference redemption when the fresh issue was made for equity buyback — the deduction applies only to the transaction it is linked to.
Bare-Act text Section 69(1) · Companies Act, 2013 · click to expand
Where a company purchases its own shares out of free reserves or securities premium account, a sum equal to the nominal value of the shares so purchased shall be transferred to the Capital Redemption Reserve Account and details of such transfer shall be disclosed in the balance sheet.
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