Capital & Shares
    Service

    Increase in Authorized Capital.

    Authorised capital is the ceiling on the shares your company can issue, set in the capital clause of its memorandum. Before an allotment or bonus issue that would exceed it, shareholders must approve an increase, and the company must file Form SH-7 with the altered memorandum, paying state stamp duty, within 30 days of the resolution.

    See how it works

    Free 30-minute call with a partner

    About Increase in Authorized Capital. No obligation — we reply within one business day.

    Typical timeline

    Typically 5–8 working days, driven mainly by the general meeting notice period unless members agree to shorter notice. SH-7 approval can take longer if the Registrar raises queries.

    Who leads it

    A partner — a chartered accountant or company secretary — from the first call to sign-off.

    Fees

    Based on your situation, and fixed in writing before any work starts.

    Who it's for

    Is this for you?

    • Companies planning a fundraise, rights issue or ESOP pool larger than their current authorised capital
    • Companies issuing bonus shares that would take issued capital above the limit
    • Companies creating a new class of shares, such as preference shares
    What you get

    What you receive at the end.

    • 01Board and shareholder resolutions with minutes
    • 02Altered memorandum, and articles where needed
    • 03Filed SH-7 with stamp duty paid and SRN
    • 04Filed MGT-14, where a special resolution was passed
    How it works

    Increase in Authorized Capital, step by step.

    Typical timeline

    Typically 5–8 working days, driven mainly by the general meeting notice period unless members agree to shorter notice. SH-7 approval can take longer if the Registrar raises queries.

    1. 1

      Articles check

      We confirm your articles allow an increase in capital; if they do not, they are first altered by special resolution.

    2. 2

      Board meeting

      The board approves the proposal and calls a general meeting, on shorter notice where members give the consent the Act requires.

    3. 3

      Shareholder approval

      Members pass an ordinary resolution under section 61 altering the capital clause of the memorandum.

    4. 4

      SH-7 filing

      We file SH-7 within 30 days with the resolution and altered memorandum, and pay the stamp duty through the MCA portal; MGT-14 follows if a special resolution was passed.

    5. 5

      Records update

      We update the memorandum, any capital references in the articles and your capital records, ready for the allotment.

    Before we start

    What we need from you.

    Don't have everything yet? We send a short checklist after the first call and work with what you have.

    • Current memorandum and articles of association
    • Proposed new authorised capital and class of shares
    • Board resolution and general meeting notice with explanatory statement
    • Ordinary resolution of members, and special resolution if the articles change
    • Altered memorandum of association
    • DSC of a director
    How fees work

    The fee depends on your situation. After a short call, the partner who will do the work tells you what's involved and gives you a fixed fee in writing — before any work begins.

    • Government fees and statutory charges are billed at actuals.
    • When you pay — upfront, in stages or on completion — is agreed in writing with the fee.
    FAQs

    Questions about Increase in Authorized Capital.

    No. It only raises the ceiling; issued and paid-up capital change when you allot shares and file PAS-3.

    Speak with a partner

    Ready to discuss Increase in Authorized Capital?

    30-minute confidential call — no proposal, no commitment. A partner will write back within one business day.

    Contact details