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ARTICLE · 27 JULY 2021

Contributed Surplus: It's Not Capital!

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Last week, in part one, we discussed the meaning of share premium, the various ways a company may

BermudaCorporate/Commercial Law

Last week, in part one, we discussed the meaning of share premium, the various ways a company may use share premium and its importance when determining the assessable capital of a company.

Today, we will discuss contributed surplus, another frequently misunderstood concept which is distinct from and is not to be confused with share premium.

Contributed surplus is defined under section 54(2) of the Companies Act 1981, as amended, as including "proceeds arising from donated shares, credits resulting from redemption or conversion of shares at less than the amount set up as nominal capital and donations of cash and other assets of the company".

On the balance sheet of a company, contributed surplus appears as a separate line entry on the equity side of the balance sheet and is a quasi-equity account.

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