Change in Authorized Share Capital

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Increase your Capital to Inject Funds

The authorized capital of a company is the maximum amount of share capital authorized by its memorandum to issue to shareholders. It is also known as the Nominal Capital of the Company.
Section 2(8) of the Companies Act, 2013 “Authorized Capital” means such capital as is authorized by the company’s memorandum to be the maximum amount of share capital of the company. It can be increased at any time after the Company’s incorporation by following the necessary procedure as prescribed in the law.
MOA represents the charter of the company which is being registered. It defines the scope of rights and responsibilities within which the business operates. A Memorandum of Association helps the shareholders, creditors, and other stakeholders dealing with the company to know the rights and powers of the company.

Procedure accompanied for Change in Share Capital

Step 1: Issue Notice of Board Meeting

Issue a Board notice with the agenda of the meeting at least seven days before the meeting date

Step 2: Board Resolution

Pass a Board Resolution for alteration of the authorized share capital of the Company, to alter the capital clause of MOA, and to approve notice of general meeting.

Step 3: Issue Notice of General Meeting

Issue notice of general meeting at least 21 days before the date of meeting to the shareholders of the Company for their approval.

Step 4: Hold General Meeting and take approval of members

Accord the approval of members by way of ordinary resolution to alter the authorized share capital of the Company and to alter the Memorandum of Association of the Company as required in section 13 read with section 61 of the Companies Act.

Step 5: Notice to Registrar for Alteration of Share Capital

File notice of alteration with the registrar in e-form SH-7 within 30 Days from the date of passing a resolution.

Step 6: Alteration in MOA

Subsequent to the filing of the e-form SH-7, steps must be taken to change all the copies of the Memorandum of Association of the Company.

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Know more about it...

In which clause of the MOA the authorized share capital is mentioned?
*The authorized share capital of the Company is mentioned in Clause V of the MOA.
Is it necessary to have power to alter its authorized capital in the Article of Association of the Company?
As per section 61 of the Companies Act, 2013, articles of the company should have power to alter the authorized share capital of the Company.
Which forms are required for increasing the authorized share capital of the Company?
E-Form SH-7 is required to be filed with the Registrar within 30 days from the date of passing the resolution for the increase in authorized share capital.