Procedure of Increase in Authorized Capital

Increase in authorized capital is considered as a major event as it implies increasing the upper limit of a company to raise capital through shares. The Company Law Compliances in this regard includes the following:

Meetings to be held:

  • A board meeting is to be convened to discuss the agenda and fix general meeting date for passing ordinary resolution of shareholders.
  • Convene general meeting and pass ordinary resolution. Special resolution to be passed in case of alteration of MOA or AOA.

Alteration in MOA and AOA:

If the Memorandum of Association (MOA) and the Articles of Association (AOA) does not contain a clause permitting the company to raise its share capital then MOA and AOA is to be altered by filing E-Form 23 with an explanatory statement within 30 days of passing the resolution.

Forms to be filed with Ministry of Corporate Affairs:

File E-Form 5 with ROC (Registrar of Companies) within 30 days and accordingly the Registrar of Companies will make necessary changes in the Company’s Memorandum & Articles of Association.

Documents / Signatures to be attached:

  • All the E – Forms must be digitally signed by the managing director or director or manager of the company.
  • True Copy of certified MOA & AOA to be attached with e-form 5 after necessary alteration
  • Demand Draft in favour of Registrar of Companies, for the requisite filling fees.
  • The FORM NO. 5 should be duly stamped from the concerned Stamp authority in accordance with the Stamp Act of the State in which the registered office of the company is situated. will assist you in all Business Incorporation & Maintenance issues including  ROC Compliances, Accounting Services, Auditing Services, Income Tax Services and others.

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