Buy-Back

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Ankur Mehta (Querist)
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10 February 2010 A Pvt Ltd Company has issued equity shares to two shareholders- A & B, at a premium. Now, it wants to buy-back some shares from A. All the money that the company has in reserves account is because of the share premium. There are no accumulated profits. The company has also raised some money by issuing debentures. Due to this, Company has sufficient cash to buy-back the shares. All other provisions of Sec 77A are being complied with except that I am not sure what is the meaning of this clause in Sec 77A-"Provided that no buy-back of any kind of shares or other specified securities shall be made out of the proceeds of an earlier issue of the same kind of shares or same kind of other specified securities."
Does it mean that this company in question can not buy back because it is using securities premium account which was raised because of issue of same kind of shares?
The cash is coming from the issue of debentures.
Thanks for your help.
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CS Pawan Kumar Baid

CS Pawan Kumar Baid (Expert)
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13 February 2010 Use of share premium account has been especially allowed. Specified securities means stock options or other as specified by govt.

As per my opinion meaning of words "..proceeds of an earlier issue of the same kind..." should be taken as issue made with the purpose of buy back.

Regards