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Change in Authorised Share Capital | Increase Authorised Capital | Legal Chalo
Company Law & ROC Compliance

Change Your Authorised Share Capital With Ease

Need to increase the authorised share capital of your company? Legal Chalo provides end-to-end assistance for board approvals, shareholder resolutions, alteration of MOA and applicable MCA/ROC filings.

Increase Authorised Capital

Complete support for increasing the authorised share capital of eligible companies through the applicable corporate approval and MCA filing process.

  • Capital Requirement Review
  • Board Resolution Assistance
  • Shareholder Approval
  • MOA Alteration
  • MCA / ROC Filing Assistance

What Is Authorised Share Capital?

Authorised share capital is the maximum share capital that a company is authorised to issue according to its constitutional documents. When a company needs to issue shares beyond its existing authorised capital, an increase may be required subject to applicable law and the company's Articles.

Existing Authorised Capital

Review the company's existing authorised share capital as stated in its constitutional and ROC records.

Increase Capital

Where additional authorised capital is required, the company can undertake the applicable approval and filing process.

ROC Compliance

Complete the applicable corporate approvals, alteration of the MOA and MCA/ROC filings.

When May a Company Need More Authorised Capital?

Companies may increase authorised capital for different business and funding requirements.

New Share Issue

The company may require additional authorised capital before issuing further shares to existing or new shareholders, subject to the applicable provisions.

New Investors

Companies raising funds from investors may need to review their authorised capital before issuing additional equity shares.

Business Expansion

Expansion plans may require the company to increase its capital structure to accommodate future equity issuance.

Capital Restructuring

Changes to the company's capital structure may require appropriate corporate approvals and filings.

Complete Authorised Capital Change Services

Legal Chalo assists with the documentation and compliance requirements involved in changing the authorised share capital.

01

Capital Requirement Review

Understand the proposed increase and review existing authorised capital.

02

MOA & AOA Review

Review relevant clauses in the company's constitutional documents.

03

Board Resolution

Preparation of board-level documentation for initiating the capital increase.

04

General Meeting Assistance

Assistance with shareholder approval and related corporate documentation.

05

MOA Alteration

Assistance with alteration of the authorised capital clause of the MOA where required.

06

MCA / ROC Filing

Assistance with the applicable MCA filing, including the prescribed form and attachments.

07

ROC Record Update

Guidance for ensuring the company's ROC records reflect the revised authorised capital.

08

Capital Structure Guidance

Assistance in understanding authorised and issued capital requirements.

09

Post-Filing Support

Guidance after filing regarding updated corporate records and further share issuance compliance.

Process for Increasing Authorised Share Capital

The exact procedure depends on the company's circumstances and applicable provisions.

1

Review Existing Capital

Check the existing authorised, issued and paid-up share capital of the company.

2

Decide New Capital

Determine the proposed revised authorised share capital based on business requirements.

3

Check MOA / AOA

Review the authorised capital clause and relevant provisions in the Articles.

4

Board Approval

Conduct the necessary board meeting and approve the proposed capital increase.

5

Shareholder Approval

Obtain the applicable shareholder approval through the prescribed corporate process.

6

Alter MOA

Alter the authorised capital clause in the MOA where required.

7

File With ROC

Submit the applicable MCA/ROC filing with the prescribed documents and fees.

8

Update Records

Update corporate records and proceed with further share issuance compliances, if applicable.

Documents & Information Checklist

The exact documents may vary depending on the company and the nature of the proposed capital change.

Company Information

  • Certificate of Incorporation
  • CIN of the company
  • Existing authorised share capital
  • Existing issued and paid-up capital
  • Registered office details
  • Director details

Corporate Documents

  • Existing MOA
  • Existing AOA
  • Board resolution
  • Shareholder resolution
  • Proposed revised capital structure
  • Other supporting documents, where applicable

Authorised Capital vs Paid-Up Capital

These two terms are often confused, but they represent different aspects of a company's share capital.

Authorised Share Capital

The maximum share capital that the company is authorised to issue under its constitutional documents, subject to applicable law.

Paid-Up Share Capital

The amount of share capital that has been issued and subscribed by shareholders and paid or credited as paid-up, subject to the company's records.

Why Increase Authorised Capital?

If a company intends to issue additional shares and its proposed issue exceeds the existing authorised capital, an increase in authorised capital may be required before proceeding.

Compliance Matters

The company's MOA, Articles, approvals, statutory records and MCA filings should be reviewed before implementing the change.

Applicable Corporate Compliance

Increasing authorised share capital involves corporate approvals and filing requirements under applicable company law.

Board Resolution

Approval and documentation at the board level as applicable.

Shareholder Resolution

Obtain the prescribed shareholder approval wherever required.

Form SH-7

Assistance with the applicable ROC filing for alteration of share capital, including SH-7 where applicable.

MOA Alteration

Update the authorised capital clause of the MOA where required.

ROC Records

Ensure the company's statutory records reflect the revised capital structure.

Post-Filing Guidance

Guidance for subsequent share issue and related corporate compliances where applicable.

Benefits of Increasing Authorised Capital

New Investors

Facilitates planning for future equity issuance to investors where applicable.

Business Growth

Provides greater flexibility for future capital raising.

Capital Planning

Helps align the company's authorised capital with its proposed funding requirements.

Proper Compliance

Maintains appropriate corporate and ROC documentation.

Professional ROC Compliance Assistance

We help simplify the documentation, approvals and filing process for your company's capital change.

Professional Support

Get structured assistance with corporate documentation and compliance requirements.

End-to-End Assistance

Assistance from initial capital review through applicable MCA/ROC filing.

Easy WhatsApp Communication

Connect with Legal Chalo directly for document coordination and process assistance.

Frequently Asked Questions

Common questions about changing or increasing authorised share capital.

Authorised share capital is the maximum amount of share capital that a company is authorised to issue under its constitutional documents, subject to applicable law.

Yes, subject to the provisions of the Companies Act, the company's Articles and the required corporate approvals and ROC filings.

A company may increase authorised capital when it expects to issue additional shares, raise equity, bring in investors or otherwise needs greater authorised capital for its business plans.

The applicable shareholder approval depends on the nature of the proposed alteration and the requirements of company law and the company's Articles.

SH-7 is an MCA form used for reporting certain alterations in share capital and related matters as prescribed under the Companies Act and rules.

Where the authorised capital clause of the MOA needs alteration, the MOA should be altered according to the applicable legal procedure.

No. Authorised capital represents the maximum capital the company is authorised to issue, whereas paid-up capital represents the capital actually issued and paid or credited as paid-up, subject to the company's records.

Where the proposed share issue would exceed the company's existing authorised capital, the authorised capital may need to be increased first, subject to the applicable legal requirements.

MCA filing fees and applicable stamp duty can depend on the company, the amount of capital increase and the applicable rules and state requirements.

You can contact Legal Chalo on WhatsApp at 9990363345 for assistance regarding authorised share capital change and ROC compliance.

Need to Increase Your Authorised Capital?

Get professional assistance for board resolutions, shareholder approvals, MOA alteration and applicable MCA/ROC filings.

Chat on WhatsApp: 9990363345



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