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Unit 12: Corporate Financial Statements




          Section 209 of the Companies Act, 1956 states that proper books of accounts shall be maintained  Notes
          at the company’s registered office unless the Board of Directors decides to keep them at another
          place in India. A company gets its funds partly from its owners and partly from lenders. Owners’
          contribution is called equity share capital. In fact, there are traditionally two types of shares
          recognised in the Companies Act—Equity Share and Preference Share. Of late, a new class of
          share is allowed to be issued—Non-voting Share. Preference shareholders enjoy privilege or
          preference over equity shareholders on two counts:
          (i)  in respect of dividend (distribution of profits) and
          (ii)  in respect of repayment of principal in case of liquidation of a company.
          Thus, equity shareholders are real risk takers and hence they are the true owners of a company.

          The external borrowings by  the company may be in the form debentures,  term loans  from
          financial institutions or commercial banks, public deposits, etc. The external borrowings have a
          definite cost in the sense that they are to be serviced at a fixed rate of interest periodically. Even
          preference shareholders are paid a predetermined rate of dividend. But since equity shareholders
          have a ‘residual’ interest in profits, they are not paid a fixed rate of dividend. Dividend on equity
          shares is a function of profit.
          Companies earn profits as they carry on business. No company expects a loss to be incurred—
          loss  is only  an accident or an  unwelcome feature.  The entire profits are not distributed  as
          dividend—a part of the profit is kept as ‘reserves’ to meet any future contingencies or to plough
          back in the business. A company also creates provision to meet any specific future happening.
          The  only difference between a reserve and a provision is that  reserve  is  created  for some
          unforeseen event whereas provision is created for a known liability of which the amount cannot
          be determined with substantial accuracy.

          The funds thus generated from internal and external sources are applied to acquire fixed assets
          and also to acquire current assets, like inventories.
          It can be mentioned here that companies registered in India will have to follow Indian GAAP
          (Generally  Accepted Accounting Principles) while  preparing and  presenting their financial
          statements. Indian GAAP generally comprise of three regulatory frameworks: (a) the Companies
          Act, 1956; (b) the Accounting Standards of ICAI; and (c) the SEBI disclosure norms. The third
          framework (c) is applicable only in case of listed companies. Consider the following paragraph
          which clearly articulates the basis of preparation of financial statements:
          “…… The financial  statements are prepared in accordance with  Indian Generally  Accepted
          Accounting  Principles (“GAAP”) under the historical cost convention on the accruals basis.
          GAAP comprises  mandatory accounting  standards  issued  by  the  Institute  of  Chartered
          Accountants of India (“ICAI”), the provisions of the Companies Act, I956, and guidelines issued
          by the Securities and Exchange Board of India……..
          The preparation of the financial statements in conformity with GAAP requires management …
          to make estimates and assumptions that affect the reported balances of assets and liabilities and
          disclosures relating to contingent assets and liabilities as at the date of the financial statements
          and reported amounts of income and expenses during the period……. Actual results could differ
          from those estimates.” (Source: Annual Report, Infosys Technologies Ltd.)

          The above statement highlights another feature of financial statements. The preparers of financial
          statements are required to make estimates and apply judgments while reporting the financial
          elements. The readers of financial statements are, therefore, forewarned that actual results could
          vary from the estimates.
          The resultant impact of the performance of a company is measured periodically through the
          preparation of financial statements. Thus, financial statements are external reports. At the end of



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