Increase Authorised Capital: Prepare the Ceiling Before a Share Issue
Authorised share capital is the company's permitted nominal capital ceiling, not cash in its bank account. Increasing that ceiling does not allot shares, change ownership percentages or bring in investment by itself. LIQUETAX can help prepare the agreed section 61 increase and SH-7 notice while identifying any separate articles amendment or later share-issue work.
₹5,000Professional fee GST & external charges extra
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BUILT AROUND YOUR BUSINESS
Less uncertainty. More direction.
Companies limited by shares, or other eligible limited companies with share capital, preparing room for a proposed issue. Reduction, consolidation, buy-back and an actual allotment should not be bundled into a simple increase without assessment.
Clarity before commitment
Know the deliverables, documents and costs before work starts.
Careful preparation
Identify missing or inconsistent information before submission.
Coordinated support
Bring preparation, queries and follow-up into one agreed workflow.
Practical next steps
Know what you need to provide and what happens at handover.
GET READY, ONE STEP AT A TIME
Your document starting point.
We’ll share an applicant-specific checklist after a short discussion. The exact records depend on your circumstances.
01
Existing capital
Current MOA, AOA and company capital records
Authorised, issued, subscribed and paid-up figures by class
Relevant previous capital filings and outstanding discrepancies
02
Proposed increase
New authorised amount, share classes and face values
Purpose and relationship to the proposed share issue
Article-permission assessment and any amendment wording
03
Approval and notice
Applicable Board/general-meeting records and resolution
Altered capital clause and required current-form attachments
Authorised signatory details and any applicable linked filing references
Check your document readiness
Before your first conversation
A useful start. No phone number needed.
Organise your business facts and get a checklist to discuss with our team.
Read the short guide
First, describe your business and the result you need. Next, organise the relevant facts without sharing private documents here. Finally, review your checklist with the team and agree the written scope before work starts.
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FROM FIRST CONVERSATION TO HANDOVER
A clear process. At every step.
We prepare, coordinate and track the agreed work. You stay involved in the decisions that matter.
01
Calculate the headroom
Compare current capital with the planned issue.
02
Check the constitution
Identify article permission and any separate amendment.
03
Approve and notify
Prepare the agreed decision records, altered MOA and SH-7 inputs.
04
Reconcile the result
Check filing status and updated capital records.
Timing agreed after document review
Section 64 requires the prescribed notice within 30 days of the alteration or increase, with the altered memorandum. Plan the meeting, signatures and SH-7 preparation together; portal queries or late preparation do not reset that statutory clock.
KNOW EXACTLY WHERE YOU STAND
Clear scope. No surprises.
The written engagement confirms your deliverables and costs before work starts.
Service scope to agree
Reconcile existing and proposed capital figures
Check the article-permission and approval route
Prepare agreed capital-clause and resolution inputs
Prepare SH-7 and identify applicable linked requirements
Hand over filing evidence and separate allotment actions
Outside the standard scope
—A share allotment or receipt of investment merely through SH-7
—Valuation, investor negotiations or foreign-investment reporting unless agreed
—Capital reduction, buy-back or other restructuring under this increase scope
—Invented funding claims or guaranteed authority processing
Does an authorised-capital increase bring money into the company?+
No. It changes the nominal capital ceiling; it does not allot shares or receive investment. The subsequent issue, payment and allotment are separate steps.
Is a special resolution always required?+
For an eligible increase under section 61, the articles must authorise the change and the company acts in general meeting, normally by ordinary resolution. If the articles need amendment, that amendment follows its separate special-resolution route. Check any additional valid conditions.
Which form records the increase and when is it due?+
SH-7 is the capital-alteration notice. Section 64 requires the prescribed notice within 30 days of the alteration or increase together with the altered memorandum. Identify the actual event date before preparing the filing.
Is MGT-14 required in every capital-increase case?+
Do not assume that every increase has the same linked filings. Check the actual resolutions, any articles amendment, company conditions and current SH-7 requirements. The capital notice and resolution-filing obligations are distinct.
Will existing shareholders automatically be diluted?+
Changing the authorised ceiling alone does not change the issued shares or ownership percentages. Any later issue can affect ownership and must be assessed separately.
What proves the work is complete?+
Keep the valid decision records, altered memorandum, submitted notice, acknowledgement and actual processing/capital-record outcome. Do not treat a proposed figure or a payment receipt alone as the whole evidence pack.
THINK ONE STEP AHEAD
Keep your business moving.
Connect this service with your next milestone.
THE DETAIL, WHEN YOU NEED IT
Explore the full service guide.
Who this service helps & key decisions
Authorised share capital is the company's permitted nominal capital ceiling, not cash in its bank account. Increasing that ceiling does not allot shares, change ownership percentages or bring in investment by itself. LIQUETAX can help prepare the agreed section 61 increase and SH-7 notice while identifying any separate articles amendment or later share-issue work.
Companies limited by shares, or other eligible limited companies with share capital, preparing room for a proposed issue. Reduction, consolidation, buy-back and an actual allotment should not be bundled into a simple increase without assessment.
Question
What matters
Next step
Capacity needed
Compare current authorised, issued and paid-up capital with the proposed issue.
Choose a supported ceiling and share structure; a larger authorised figure is not proof of funding.
Article permission
Check whether the articles authorise the increase.
If an articles amendment is needed, handle its separate approval and filing requirements.
Member decision
Use the section 61 general-meeting route for the eligible increase.
An ordinary resolution is normally used for the increase itself, subject to applicable articles/conditions; do not confuse it with a special resolution to amend articles.
Notice and next event
Plan SH-7 and the altered memorandum before proceeding with the issue.
Allotment, consideration and shareholder rights need their own compliance work.
Fee details, estimates & quote variables
₹5,000. Professional fee. Applicable GST, government charges and agreed third-party costs are extra.
One specified service engagement. Confirm the applicant, deliverables and exclusions in writing before work starts.
MCA charges and applicable stamp duty depend on the capital change and relevant jurisdiction. Keep them separate from the published professional fee, taxes and any articles amendment or later allotment work. An increase in authorised capital is not money paid into the company.
Existing and proposed authorised capital
Share classes and constitutional permissions
Applicable government charges and stamp duty
Separate amendment or issue work requested
Section 64 requires the prescribed notice within 30 days of the alteration or increase, with the altered memorandum. Plan the meeting, signatures and SH-7 preparation together; portal queries or late preparation do not reset that statutory clock.
Your responsibilities, handover & ongoing work
Calculate the headroom
LIQUETAX: Compare current capital with the planned issue.
You: Supply the actual capital table and funding proposal.
Check the constitution
LIQUETAX: Identify article permission and any separate amendment.
You: Provide the latest approved constitutional copies.
Approve and notify
LIQUETAX: Prepare the agreed decision records, altered MOA and SH-7 inputs.
You: Arrange valid approvals, signatures and approved external payments.
Reconcile the result
LIQUETAX: Check filing status and updated capital records.
You: Keep the evidence and separately authorise any share-issue engagement.
At handover and afterwards
Retain approved resolutions, altered MOA and filing evidence
Reconcile the updated capital record
Keep issued and paid-up figures separately accurate
Scope any subsequent share issue and return of allotment
Use accurate capital descriptions in company documents
Common mistakes to avoid
Calling authorised capital the company's cash balance
Increasing the ceiling without checking the articles
Assuming SH-7 itself allots shares
Using a special-resolution checklist for every increase without checking the route
Missing the 30-day notice period
Official references & source-check information
Source-checked educational guide. AI-assisted source research checked on . No named professional endorsement is claimed. Confirm current requirements for your facts before filing. Next review target: 2026-10-28.
Sections 13(1), 14, 61(1)(a) and 64 distinguish the article-authorised capital increase, separate article amendment and 30-day notice.
Official PDF downloaded on 28 September 2026 and the cited provisions read. This educational assessment is not professional approval of your company or a claim to have reviewed the entire Act.
Capital-alteration purpose, current form fields, applicable references, attachments and signatory requirements.
Relevant official indexed purpose and workflow passages read on 28 September 2026. Direct MCA download returned 403; confirm the current form and company-specific requirements before filing.
Last updated: . This records the educational content date; it does not establish an individual professional review.
Disclaimer: this guide provides educational information and does not replace individual professional advice. Confirm your facts, current official requirements and written engagement before acting.
LET’S TAKE THE NEXT STEP
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Let’s discuss your increase authorised share capital and prepare a scope that fits.