Liability test
A contractual obligation to deliver cash or another financial asset generally creates a liability.
Reviewed by CA Nikhil Gupta · Last reviewed 29 June 2026

Liability versus equity, compound instruments, treasury shares and offsetting. Establish principles for presenting financial instruments as liabilities or equity and for offsetting financial assets and financial liabilities.
Establish principles for presenting financial instruments as liabilities or equity and for offsetting financial assets and financial liabilities.
A contractual obligation to deliver cash or another financial asset generally creates a liability.
A residual interest with no contractual delivery obligation can qualify as equity.
Derivative equity classification generally requires fixed amount of cash for fixed number of own shares.
Allowed only with a current legally enforceable set-off right and intention to settle net or simultaneously.
| Paragraphs | Requirement and simple decode |
|---|---|
| 1–3 | Objective and scope Explains presentation objectives and the relationship with Ind AS 109 and Ind AS 107. |
| 4 | Scope exclusions Excludes specified subsidiaries/associates/JVs, employee-benefit rights, insurance contracts, share-based payments and certain reimbursement rights. |
| 5–7 | Own-use contracts Contracts to buy or sell non-financial items are outside the standard only when entered into and held for expected purchase, sale or usage requirements; net-settlement features can bring them into scope. |
| 8–10 | Written options and settlement practice A contract can be within scope when it permits net cash settlement, routine net settlement, ready convertibility to cash or delivery for dealer profit-taking. |
| 11 | Core definitions Defines financial instrument, financial asset, financial liability, equity instrument and fair value. |
| 13–14 | Substance over legal form Classify on contractual substance at initial recognition, not legal label or management intention. |
| 15–16 | Basic liability and equity principle An obligation to deliver cash/another asset or exchange on potentially unfavourable terms is a liability; equity is a residual interest. |
| 16A–16B | Puttable instruments exception A puttable instrument can be equity only when it meets all narrowly specified conditions and has no disqualifying features. |
| 16C–16D | Obligations arising only on liquidation Certain pro-rata liquidation instruments can be equity when all strict conditions are met. |
| 16E–16F | Reclassification of exception instruments Reclassify prospectively when an instrument starts or ceases to meet the puttable/liquidation exception. |
| 17–20 | No contractual obligation and settlement discretion Economic compulsion alone is not a contractual obligation; issuer discretion over distributions and redemption is critical. |
| 21–24 | Settlement in own equity instruments A non-derivative requiring delivery of a variable number of shares is generally a liability; a derivative is equity only when the fixed-for-fixed condition is met, subject to specific exceptions. |
| 22A | Rights issues exception Certain pro-rata rights/options denominated in any currency can be equity when offered to all existing owners of the same class. |
| 23 | Obligation to purchase own equity A forward purchase or written put over own shares creates a financial liability for the redemption amount, with equity debited. |
| 24 | Contingent settlement in own equity Classification follows whether settlement exposes the issuer to delivering a variable value or otherwise fails equity conditions. |
| 25 | Contingent settlement provisions A contingent cash-settlement feature normally creates a liability unless the contingency is not genuine, occurs only on liquidation or another narrow condition is met. |
| 26 | Settlement alternatives If one settlement alternative results in liability classification, the instrument is generally a financial asset or liability unless all alternatives qualify as equity. |
| 28–32 | Compound financial instruments Separate liability and equity components of instruments such as convertible debt at initial recognition; do not revise the split later merely because conversion probability changes. |
| 31–32 | Measurement of components Measure the liability first at fair value without the equity conversion feature; assign the residual to equity. |
| 33–34 | Treasury shares Deduct reacquired own equity instruments from equity. No gain or loss is recognised in P&L on purchase, sale, issue or cancellation. |
| 35–36 | Interest, dividends, gains and losses Liability-related returns are income/expense; equity distributions are recognised directly in equity, net of related tax effects. |
| 37–38 | Transaction costs Deduct incremental costs of an equity transaction from equity; allocate compound-issue costs to liability and equity components. |
| 40–41 | Income-tax and distributable-profit effects Apply Ind AS 12 to tax effects; legal availability of distributable reserves does not determine accounting classification. |
| 42 | Offsetting principle Offset only when there is a current legally enforceable set-off right and intention to settle net or realise and settle simultaneously. |
| 43–50 | Offsetting application Distinguishes net presentation from derecognition and explains simultaneous settlement, master netting agreements, collateral and multiple counterparties. |
| AG1–AG14 | Application guidance—definitions and scope Explains monetary items, contractual rights, physical assets, executory contracts and economic benefits. |
| AG25–AG29A | Application guidance—classification Addresses preference shares, distributions, redemption, puttable instruments and members’ shares in co-operatives. |
| AG30–AG35 | Application guidance—own equity derivatives Provides fixed-for-fixed and settlement examples. |
| AG36–AG39 | Application guidance—compound instruments and treasury shares Explains component measurement and presentation. |
| AG38A–AG38F | Application guidance—offsetting Clarifies enforceability in normal business and default, and gross settlement systems equivalent to net settlement. |
Redeemable preference shares can be liabilities even when company law calls them share capital. Conversely, qualifying perpetual instruments can be equity.
A conversion option fails equity classification when either the cash amount or number of shares varies, unless a specific exception applies.
Convertible bonds are split once at inception. Subsequent finance cost uses the effective interest rate on the liability component.
The exception is narrow and requires the instrument to be the most subordinated class, share net assets pro rata and meet other conditions.
Own-share transactions never generate accounting gains or losses. Consideration and directly attributable costs remain within equity.
A master netting agreement alone is insufficient. The right must be currently enforceable and the entity must intend net or simultaneous settlement.
The rights issue exception can preserve equity classification when offered pro rata to all holders of the same class.

Editable SVG and high-resolution PNG versions are included in the batch assets.
Entries are simplified and may require tax, foreign-exchange or presentation adjustments.
An instrument pays discretionary dividends but is mandatorily redeemable for ₹100 crore after five years.
A bond is settled by issuing shares equal to ₹50 crore at settlement-date market price.
₹1,000 crore debt converts into a fixed number of shares at holder option. Similar non-convertible debt yields 10%.
Two banks have reciprocal balances and a master agreement enforceable only on default. They normally settle gross.
Fund units are redeemable at net asset value and are the most subordinated identical class.
| Topic | Ind AS | IFRS | US GAAP |
|---|---|---|---|
| Redeemable instruments | Liability/equity follows contractual obligation, with narrow puttable exceptions. | Broadly aligned with IAS 32. | US GAAP may present certain redeemable instruments in temporary/mezzanine equity. |
| Convertible debt | Split liability and equity when fixed-for-fixed equity component exists. | Broadly aligned. | US GAAP conversion-feature separation rules differ and have been simplified for many instruments. |
| Own-share put | Recognise liability and debit equity. | Broadly aligned. | US GAAP classification and measurement differ. |
| Treasury shares | Equity deduction; no P&L. | Broadly aligned. | Cost or par-value methods within equity. |
| Offsetting | Strict right-and-intention test. | Broadly aligned. | US GAAP permits broader offsetting for some derivatives and repo arrangements. |
Review term sheets before issuance and model leverage consequences.
Confirm enforceability, settlement alternatives and netting rights.
Assess deductible returns and deferred-tax effects without driving classification.
Explain liability/equity classification and non-cash finance costs.
Challenge structured terms, side letters and offsetting judgements.
“Preference share”, “debenture”, “shareholder loan” and “convertible” are not accounting classifications. Review redemption terms, coupon or distribution discretion, holder put rights, issuer settlement alternatives and contingencies. Mandatory cash redemption or a non-discretionary return can create a financial liability even when company law calls the instrument share capital. Conversely, an instrument with no contractual obligation to deliver cash can be equity if the remaining requirements are met. Tax or regulatory classification does not override the Ind AS 32 analysis.
A derivative settled by exchanging a fixed amount of cash or another financial asset for a fixed number of the entity’s own equity instruments can meet the fixed-for-fixed condition, subject to the detailed standard. A convertible bond may contain both a liability for contractual cash flows and an equity conversion option; initially measure and present the components separately when the criteria are met. Treasury shares are deducted from equity rather than recognised as assets, and transactions in own equity generally do not create gains or losses in profit or loss.
Presenting a net number is permitted only when the entity currently has a legally enforceable right to set off the recognised amounts and intends either net settlement or simultaneous realisation and settlement. A master netting agreement that becomes enforceable only on default is not automatically enough for balance-sheet offsetting, although disclosures under Ind AS 107 may still apply. The close file should therefore include legal enforceability evidence, settlement mechanics and linkage to the disclosure note.
A company issues Rs 20 crore preference shares that must be redeemed for cash after five years and carry a cumulative return that the issuer cannot avoid. The legal form says “preference shares”, but the contractual cash obligations indicate liability features under Ind AS 32. If a separate conversion feature meets the equity definition, the instrument may be compound and require component accounting rather than a single equity line.
No. Mandatory redemption or unavoidable distributions can create liabilities.
No. Ind AS 32 looks to contractual substance.
No. Own shares are deducted from equity.
Not without both the enforceable set-off right and the required settlement intention.
For periods affected by later notified amendments, read the compendium together with the applicable MCA notification listed by ICAI.
Use the current official instrument, portal or regulator publication before acting. Page-specific references are listed below.
For Ind AS 32, the Companies (Indian Accounting Standards) Rules and the MCA-notified text control the Indian financial statements. ICAI educational material and IFRS resources can assist interpretation, but they do not replace this notified Indian text or later MCA amendments.
Read redemption, settlement, conversion and contingent-settlement terms together. Split compound instruments when required and apply offsetting only when both the legally enforceable right and net-settlement intention conditions are met.
For Ind AS 32, a correct answer begins with the scope and facts, identifies the contractual substance drives classification issue, applies the notified paragraphs, quantifies the accounting entry, and then states the required presentation and disclosures. A conclusion based only on an international summary should be checked for Indian carve-outs and amendment dates.
Finin2min summary: anchor the analysis in the MCA-notified Ind AS 32, document judgements and reconcile every conclusion to the books and disclosures.