Distinguish Between Rights Shares and Bonus Shares | 12th HSC Secretarial Practice (S.P.) Chapter 3

The distinction between Rights Shares and Bonus Shares is a very important question from Maharashtra State Board (MSBSHSE) 12th Standard HSC Secretarial Practice (S.P.) Chapter 3: Issue of Shares. Both types of shares are issued to existing equity shareholders, making their comparison a favourite topic for examiners in Question 4 (Distinguish Between) carrying 4 Marks. Below is the complete, textbook-accurate tabular solution strictly aligned with the latest Balbharati Textbook and official board marking scheme.

Board Exam Marking Scheme Tip: Each Distinguish Between question in Q.4 carries 4 Marks (1 mark per valid point). Always present your answer in a neat 3-column table including the Basis of Distinction. Write at least 5 to 6 clear points (starting with Meaning, Payment / Consideration, Partly / Fully Paid-up Shares, and Right to Renounce) to guarantee a full 4 out of 4 score!

Distinguish Between: Rights Shares and Bonus Shares

Sr. No. Basis of Distinction Rights Shares Bonus Shares
1. Meaning In a Rights Issue, when a company wants to raise further capital, the existing equity shareholders are given the first right (pre-emptive right) to subscribe for the newly issued shares. Bonus Shares are fully paid-up shares issued free of cost to the existing equity shareholders out of the accumulated profits and free reserves of the company.
2. Payment / Consideration Subscribers have to pay money for buying Rights Shares (usually at a price slightly lower than the current market price). Bonus Shares are issued completely free of cost to the existing equity shareholders; shareholders do not pay anything.
3. Partly / Fully Paid-up Shares Shareholders have to pay for these shares as Application Money, Allotment Money, and Call Money till the shares become fully paid-up. Hence, they may be partly paid-up initially. Bonus Shares are always fully paid-up shares right from the time of issue. No partly paid-up bonus shares can be issued.
4. Minimum Subscription The company has to obtain minimum subscription. If the shareholders fail to subscribe to the minimum subscription, the company has to refund the entire money received. Since Bonus Shares are issued free of cost by capitalizing reserves, there is no requirement of minimum subscription.
5. Right to Renounce The existing shareholders can renounce (give up or transfer) their Rights Shares wholly or partly in favour of another person. Existing shareholders cannot renounce their Bonus Shares in favour of another person.
6. Purpose of Issue Rights Issue is done by a company when it wants to raise fresh funds (additional capital) for expansion or business operations. When a company has accumulated huge profits or reserves and wants to reward its existing equity shareholders without paying cash, it issues Bonus Shares.
7. Impact on Cash Flow It brings fresh cash inflow into the company and increases the issued share capital. It does not bring any fresh cash into the company; it simply converts free reserves into share capital (Capitalization of Reserves).
8. Governing Section Rights Issue is governed by Section 62(1)(a) of the Companies Act, 2013. Bonus Issue is governed by Section 63 of the Companies Act, 2013.

Quick Memory Trick to Remember All Points in the Exam

Memory Shortcut (Mnemonic — "MP-PMR-P"):
Remember these 6 easiest points from the Balbharati textbook to write in under 4 minutes:
1. Meaning (First Right to Subscribe vs. Free Shares Out of Accumulated Profits)
2. Payment (Shareholders Have to Pay Money vs. Issued Completely Free of Cost)
3. Partly / Fully Paid-up (Can Be Partly Paid-up vs. Always Fully Paid-up)
4. Minimum Subscription (Minimum Subscription Required vs. Not Required)
5. Right to Renounce (Shareholders Can Renounce vs. Cannot Renounce)
6. Purpose of Issue (To Raise Fresh Capital vs. To Capitalize Reserves & Reward Members)


Key Concept Summary for Objective Questions (Q.1)

  • Pre-emptive Right: The right of existing equity shareholders to be offered new shares first in proportion to their existing shareholding is called the "Pre-emptive Right" (Rights Issue).
  • Document Sent for Rights Issue: A company sends a "Letter of Offer" to existing equity shareholders at least 3 days before the opening of the Rights Issue, and the offer must remain open for a minimum of 15 days and a maximum of 30 days.
  • Capitalization of Profits / Reserves: Issuing Bonus Shares is also known as "Capitalization of Profits or Reserves" because the company's undistributed profits are permanently ploughed back into share capital.
  • Prohibition on Bonus Issue: A company cannot issue Bonus Shares in lieu of (instead of) dividend, nor can it issue Bonus Shares out of reserves created by the revaluation of assets.