Companies Act, 2013
63.
Issue
of bonus shares.
1. A company may issue
fully paid-up bonus shares to its members, in any manner whatsoever, out of—
i.
its
free reserves;
ii.
the
securities premium account; or
iii.
the
capital redemption reserve account:
Provided
that no issue of bonus shares shall be made by capitalising reserves created by
the revaluation of assets.
1.
2. No company shall
capitalise its profits or reserves for the purpose of issuing fully paid-up
bonus shares under sub-section (1 ), unless—
a.
it
is authorised by its articles;
b.
it
has, on the recommendation of the Board, been authorised in the general meeting
of the company;
c.
it
has not defaulted in payment of interest or principal in respect of fixed
deposits or debt securities issued by it;
d.
it
has not defaulted in respect of the payment of statutory dues of the employees,
such as, contribution to provident fund, gratuity and bonus;
e.
the
partly paid-up shares, if any outstanding on the date of allotment, are made
fully paid-up;
f.
it
complies with such conditions as may be prescribed.
3. The bonus shares
shall not be issued in lieu of dividend.