increase in authorised and paid capital of the company

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Karan (Querist)
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23 September 2010 Dear Sir,

I want to increase authorised capital of the company to 10,00,000.00 from existing 1,00,000.00 and paid up capital of the company to 9,90,000.00

Kindly instruct (steps) me how should i proceed with.

For filing form 5 should i pass special resolution?

and do i have to file form 2

and changes made in articles and memorandum of association should be attached as we do same while incorporating a company.

any other requirement i need to pass or do so

karan s jounkani
karanjounkani@gmail.com

Ankur Garg

Ankur Garg (Expert)
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23 September 2010 Yes, a Ltd company may increase its issued capital and paid up capital by issue further equity shares up to the limit of its authorised capital.

For further allotment of equity shares Return of allotment is required to be submitted u/s 75 by filing form-2 with concerned Registrar of Company.

Procedure

1. First convene Board Meeting for allotment of equity shares and pass necessary board resolution for allotment.
2. Download form-2 from MCA Site www.mca.gov.in
3. Fill form-2 and attach list of allottee.
4. Get form-2 certified from practicing CS/CA and upload the same on MCA Site.

For allotment of shares board resolution is enough.

Regards

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Ankur Garg

Ankur Garg (Expert)
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23 September 2010 For increase in AC check the link below:

https://www.caclubindia.com/forum/how-to-increse-authorised-capital-74960.asp

You have to pass an OR u/s 94 for increase and file form 5 with ROC.

For resoltion or increase and allotment check the links below:

SAMPLE BOARD RESOLUTIONS:

For some more sample board resolutions kindly visit the link below:

1. https://www.caclubindia.com/forum/download-corporate-law-professional-files-70021.asp

2. https://www.caclubindia.com/articles/ca-articleship-some-useful-corporate-board-resolutions-ii-5874.asp

3. https://www.caclubindia.com/articles/ca-articleship-some-useful-corporate-board-resolutions-i-3911.asp

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Karan

Karan (Querist)
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24 September 2010 Dear Sir,

sir i want to also increase paid capital of the company so wile filing form 5 should i select special resloution and in form 5 i should only attach moa?

Regards,
Karan S Jounkani
Ca PCC Student
9320363535
karanjounkani@gmail.com
MUMBAI.

Ankur Garg

Ankur Garg (Expert)
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24 September 2010 Increase in authorised capital and increase in paid-up capital are 2 different things.

For Increase in authorised capital you have to file form 5. You have to attach altered MOA and certified true copy of ordinary resolution with form 5.

For increase in paid-up capital you have to file form 2 with ROC. Check my first reply. With form 2 you have to attach board resolution for allotment.

First increase you auth. Capital and then increase paid-up capital.

Revert if there is any doubt.

kantijain

kantijain (Expert)
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29 September 2010 Dear Ankur,

thanks for the above information/ clarification.

Considering your expertise and experience, will like to know following:
1) What are the factors a pvt limited co must keep in mind while increasing its authorised capital &
2) What is an adequate authorised cap as per you.

Along with increase in authorised capital, many other provisions/factors are attracted, for eg;

1) Stamp duty
2) Applicability of Caro
3) Appointment of Co secretary
4) shift from Small & Medium Companies to non-SMC
5) applicability of Accounting standards
6) Losing its identity as pvt co, etc