Authorized share capital sets the ceiling on shares your company can issue. Before allotting new shares to investors, ESOPs, or founders, you must increase authorized capital if the ceiling is reached — via MOA amendment and Form SH-7.
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Authorized Capital Increased in 5 Days*
*Timeline is indicative and may vary based on document verification and government processing.

Authorized share capital (also called nominal or registered capital) is the maximum amount of share capital that a company is legally authorised to issue to shareholders, as stated in the Memorandum of Association (MOA) — specifically in the Capital Clause. The paid-up capital (actually issued and paid for) cannot exceed the authorized capital at any point. Before issuing new shares — whether in a funding round, ESOP pool creation, rights issue, or bonus issue — the company must ensure its authorized capital is sufficient. Increasing authorized capital requires amending the Capital Clause of the MOA by passing an ordinary resolution (simple majority) at a general meeting, filing Form SH-7 with the ROC, and paying stamp duty on the increased amount. Authorized capital is also used to determine ROC registration fees for new companies.
Ordinary Resolution
Simple majority sufficient — no special resolution required for authorized capital increase
Form SH-7
Filed with ROC within 30 days of passing the resolution — late fees apply after 30 days
30 Days
Window to file Form SH-7 after shareholder resolution — miss it and additional ROC fees apply
Review current authorized capital and determine the required increase (with ESOP/funding headroom)
Check AoA — confirm it authorises shareholders to increase authorized capital by ordinary resolution
Convene Board Meeting — pass resolution to convene EGM for shareholder approval
Issue EGM notice to all shareholders (minimum 21 days before meeting; 14 days with 95% consent)
Conduct EGM — pass ordinary resolution to increase authorized capital
Compute ROC fees on incremental capital and pay via MCA portal
File Form SH-7 on MCA portal within 30 days of resolution with updated MOA Capital Clause
Receive ROC acknowledgement — verify updated authorized capital on MCA master data
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Get Your Capital Increased Without Any Hassle
Board resolution, ordinary resolution, MOA capital clause amendment, Form SH-7 filing, ROC stamp duty computation, and updated MOA certificate.
Pricing
Custom Quote
Pricing tailored to your specific requirements

Get Your Capital Increased Without Any Hassle
Board resolution, ordinary resolution, MOA capital clause amendment, Form SH-7 filing, ROC stamp duty computation, and updated MOA certificate.
Pricing
Custom Quote
Pricing tailored to your specific requirements


Companies frequently discover during a funding round that their authorized capital is insufficient to accommodate new share allotments — causing delays in closing the round. Golden Verdict plans the authorized capital increase in advance — computing the exact amount needed for the proposed allotment (including headroom for future ESOPs), preparing the board and shareholder resolutions, computing the ROC stamp duty on the increased capital, and filing Form SH-7 within the prescribed 30-day window. We also update the MOA and ensure the ROC confirms the increased authorized capital on MCA's master data.
An insufficient authorized capital ceiling can delay your funding round at the worst moment. Golden Verdict increases it proactively.


Authorized share capital sets the ceiling on shares your company can issue. Before allotting new shares to investors, ESOPs, or founders, you must increase authorized capital if the ceiling is reached — via MOA amendment and Form SH-7.
“An insufficient authorized capital ceiling can delay your funding round at the worst moment. Golden Verdict increases it proactively.”
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