Raise Authorised Share Capital of Your Company

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*Govt.fees depend on the state.

*Government Statutory fees would be charged seprately

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Essentials of Authorised Capital - an Overview

A private company's authorised capital specifies the maximum number of shares it may sell. There is no minimum capital required as per new Companies Act of 2013. To issue new shares or to raise the authorised capital, the capital clause of the Memorandum of Association is amended by passing an ordinary resolution by the board.

Package offers from Registerkaro

At Registerkaro we offer various packages to increase your authorised capital

Increase of capital : ₹999/+tax


Issue of new shares : ₹999/+tax

Note: Govt fees and stamp duty depends on the authorised capital of the company

Checklist For Increasing Authorised Capital

  • Check the provisions of the AoA to increase authorised share capital

  • If the AoA does not permit an increase, then the AoA must be modified as per Section 14 of the Companies Act of 2013

  • Issue a notice for calling a board meeting to modify the AoA in order to approve the increase in authorised share capital

  • Issue a notice for calling an extraordinary general meeting to modify the AoA in order to approve the increase in authorised share capital

  • Issue the notice at least 7 days before the board meeting and 21 days before the EGM.

Benifits for improving share capital

Increases Share Capital

A company can raise whatever authorised capital as they decide upon and the same will be mentioned in the MoA with revisions. Hence, increasing authorised capital has an incremental effect on the overall company share capital.

Enhances Borrowing Capacity

With the increase in share capital, the company’s overall net worth also increases. This further enhances the borrowing capacity of the company.

It could invite investments as the same can be easily accommodated if there is enough authorised capital.

Documents Required

The documents must be filed with the MCA within 30 days after obtaining consent from the shareholders for the share capital increase. The standard resolution for private firms is merely SH-7, and MGT-14 is not required.​

1.Digital signature certificate

A copy of a DSC from any authorised director of the company

2.Memorandum of Association

A copy of the modified or latest version of the MoA

3.Articles of Association

A copy of the modified or latest version of the AoA

4 Certificate of incorporation

A copy of the company’s incorporation certificate

5.PAN card

A copy of the company’s PAN card.

Procedure to Increase the Authorised Capital of a Company

  • Check if the company's AoA allows it to raise its authorised capital. If the AoA is not authorised, you must pass a special resolution to amend it

  • Hold a board meeting and pass a resolution to increase the authorised capital of the company and decide the day, date, time, and place for the extraordinary general meeting. Provide notice to all members/shareholders, directors, and auditors of the company, stating the meeting's day, date, time, place, and agenda

  • Convene, hold, and conduct an EGM on the designated date, place, and time, and pass a resolution seeking shareholder approval. If any forms are needed, they must be submitted within a certain time frame

  • Alter the company's Memorandum of Association to raise the authorised share capital

  • Within 30 days of passing the shareholders' resolution, file form SH-7 with the registrar of companies. If the resolution is passed as a special resolution, you must also file form MGT-14 within 30 days of the resolution's passage.

FOLLOWING PROCEDURE IS REQUIRED TO BE FOLLOWED FOR INCREASE IN THE AUTHORISED SHARE CAPITAL OF COMPANY:-

Chnage in authories capital,procedure of authorised capital

1.Check the Article of Association of the Company: Check whether Articles of Association of Company contain a provision authorizing it to increase its Authorized Share Capital.

If there is no such provision in Articles then appropriate steps required to be taken to amend its Articles.

2.Convene a Meeting of Board of Directors and pass the necessary Board Resolutions:

To consider and approve increase of Authorized Share Capital and altering the Memorandum of Association, subject to the approval of shareholders in General Meeting.

To fix day, date, time and venue for holding General Meeting of the Company.

To approve the draft notice of General Meeting along with explanatory statement annexed to the notice as per requirement of the Section 102 of the Companies Act, 2013.

To authorize the Director or Company Secretary to sign and issue notice of the General Meeting and to do such acts, deeds and things as may be necessary to give effect to the Board’s decision.

3.Convene General Meeting : Notice of General Meeting shall be given at least clear 21 days before the actual date of a General Meeting in writing, by hand or by ordinary post or by speed post or by registered post or by courier or by facsimile or by e-mail or by any other electronic means or a Shorter Notice can be issued with the consent of at least majority in number and ninety five percent of such part of the paid up share Capital of the company giving a right to vote at such a meeting in accordance with Section 101.

Notice shall specify the day, date, time and full address of the venue of the Meeting and contain a statement on the business to be transacted at the Meeting.

Hold the General Meeting on the fixed day and pass an Ordinary Resolution for increasing the Authorized Share Capital and make relevant changes in the Memorandum of Association (MOA).

4.File Form SH-7 with the ROC: File a notice of alteration of Share Capital with the Registrar in E-Form SH-7along with the prescribed fee within 30 days of such alteration along with the following documents:

Certified true copy of Ordinary Resolution for increase in Authorized Share Capital

Copy of altered MOA

Copy of altered AOA, if any

Shorter notice consent, if any

Any other document, as may be applicable.

5.Payment of e-Stamp Duty:

Pay the e-stamp duty on the increased amount of the Authorized Share Capital through MCA Portal, if applicable.

6.Alteration in every copy of MOA and AOA: Every Alteration made in the Memorandum of Association and Articles of Association of the Company shall be noted in every copy of the same.

Why Registerkaro to increase the authorisation of a company 

  • We execute secretarial work for over 1000 companies and LLPs every month by leveraging our tech capabilities and the expertise of our team of legal professionals

  • By handling all the paperwork, we ensure a seamless interactive process with the government

  • We provide clarity on the incorporation process to set realistic expectations

  • With a team of over 300 experienced business advisors and legal professionals, you are just a phone call away from the best in legal services

  • Come on board and experience the ease and convenience.