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Home MCA Increase Authorised Capital
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Increase Authorised Capital — SH-7 Filing

Increase your company authorised share capital. Board + shareholder resolution, SH-7 filing with RoC, stamp duty, and MOA amendment.

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Increase Capital SH-7 Authorised Capital Share Capital Stamp Duty MOA Amendment Board Resolution Shareholder Approval
Service Overview

What You Need to Know

Increase of Authorised Capital under Section 61 of Companies Act 2013 requires an Ordinary Resolution at a General Meeting, followed by filing Form SH-7 with the RoC within 30 days. The authorised capital in the MOA must be amended.

⚠️

Key MCA Updates (2025–2026)

DIR-3 KYC: Now triennial (every 3 years) from 31 Mar 2026 — no longer annual. Rule 9B Demat: Mandatory for non-small private companies by 30 Jun 2025. Small Company: Revised thresholds — paid-up capital ≤₹4Cr, turnover ≤₹40Cr (from 1 Dec 2025). Compliance Facilitation Scheme 2026: File overdue annual returns/financials.

Definition

What is Increase of Authorised Capital?

Increasing the maximum share capital a company can issue:

  • Section 61 — power to increase (if AOA authorises)
  • Ordinary Resolution at General Meeting
  • SH-7 filed with RoC within 30 days
  • Stamp duty on increased amount (varies by state)
  • MCA fees based on new authorised capital slab
Why It Matters

Why is Increase Authorised Capital Important?

⚖️

Legal Compliance

Mandatory under Companies Act 2013 / LLP Act 2008.

📋

RoC Filing Required

Must be filed with Registrar of Companies within prescribed timeline.

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Penalty Avoidance

Non-filing attracts ₹100/day penalty (no cap) + officer prosecution.

🏢

Business Continuity

Keep corporate records accurate for banking, contracts, and compliance.

📊

Stakeholder Confidence

Accurate MCA records build trust with investors, lenders, and partners.

📱

Quick Process

TaxClue handles the complete filing — CS-managed, 100% online.

Key Benefits

Benefits of Increase Authorised Capital

BenefitDescription
Legal ComplianceMeet Companies Act / LLP Act filing requirements
Penalty AvoidanceFile on time — avoid ₹100/day penalty (no cap)
Accurate RecordsMCA records match current business reality
Banking & FinanceUpdated records needed for loans, accounts, funding
Investor ConfidenceClean compliance record for due diligence
Business TransactionsRequired for M&A, share transfers, contracts
Who Should Apply

Is This Right For You?

📈

Growing Companies

Need more capital for expansion.

🏦

Fundraising

Before issuing new shares to investors.

🔄

Rights/Bonus Issue

Capital increase before rights/bonus.

🌐

FDI Recipients

Before foreign investment allotment.

🏢

ESOP Companies

Creating ESOP pool.

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Conversion

Before conversion/restructuring.

Eligibility

Eligibility Criteria

RequirementDetails
Entity TypePrivate Ltd, Public Ltd, OPC, LLP, Section 8 (as applicable)
Board ResolutionRequired for most corporate changes
Shareholder ApprovalSpecial/ordinary resolution as per Companies Act
MCA PortalFiled on MCA V3 portal with DSC
TimelineWithin prescribed period (varies by form — typically 15-30 days)
CS CertificationRequired for certain forms (companies with paid-up capital >₹10Cr or turnover >₹50Cr)
Documents Required

Documents You'll Need

🪪

PAN + Aadhaar

Of directors/partners/applicant

🏢

Company Proof

CoI / LLP Agreement / CIN

📝

Board Resolution

Authorising the specific change

📋

MCA Forms

Service-specific e-forms

📊

Supporting Docs

As required for the specific filing

🖊️

DSC

Digital Signature of authorised signatory

📋

Prepared by TaxClue

Board resolutions, MCA e-forms, supporting documents, and complete filing — all handled by our CS team.

Process

Step-by-Step Process

1

Consultation

TaxClue assesses the requirement, applicable sections, and filing strategy.

2

Board Resolution & Documentation

Draft Board/shareholder resolution, prepare supporting documents.

3

MCA e-Form Preparation

Prepare the specific MCA form with all required fields and attachments.

4

DSC & Filing

Affix Digital Signature and file on MCA V3 portal.

5

RoC Processing

Registrar reviews. STP (Straight Through Process) or manual approval.

6

Confirmation & Compliance ✅

RoC approval/certificate received. Records updated. Post-filing compliance advised.

Timeline

Turnaround Time

StepTimeline
Consultation + document collection1–3 days
Board resolution + form preparation2–3 days
MCA filing1 day
RoC processing (STP forms)1–3 days
RoC processing (manual approval)7–15 days
Total5–20 working days
Fees & Charges

Government Fees & Charges

ComponentAmount
MCA filing fee₹200–₹6,000 (based on authorised capital)
Additional fee (late filing)₹100/day of delay (no cap)
Stamp duty (if applicable)Varies by state and document type
DSC (if needed)₹1,500–₹2,500
Post-Filing

Ongoing Compliance

ComplianceDeadlineDetails
Annual Return (MGT-7/7A)Within 60 days of AGMFiled with RoC
Financial Statements (AOC-4)Within 30 days of AGMAudited financials
AGMWithin 6 months of FY-endBoard + member meeting
Board MeetingsMin 4/year (gap ≤120 days)Company: 4; OPC: 1 exempt conditions
DIR-3 KYCEvery 3 years (from 31 Mar 2026)Was annual; now triennial
Statutory AuditBefore AGMMandatory for companies
INC-20A (Commencement)Within 180 days of incorpPost-Nov 2018 companies
Demat Compliance30 Jun 2025 (non-small Pvt)Rule 9B mandatory
Important Warning

Penalties for Non-Compliance

DefaultPenalty
Non-filing of annual return/financials₹100/day delay (no cap) + officer penalties under Sec 92/137
Non-compliance with Board resolutionCompany + officers liable; ₹1L–₹5L fine
Operating without required registrationsProsecution under Companies Act; RoC action
Non-filing of allotment return (PAS-3)₹1,000/day penalty; allotment may be void
Non-compliance with demat (Rule 9B)Physical transfers invalid after deadline; company + officers penalised
Director acting while disqualifiedImprisonment up to 1 year + fine ₹1L–₹5L (Section 167)
Non-filing of DIR-3 KYCDIN deactivated; ₹5,000 reactivation fee
False declaration in MCA formsImprisonment up to 6 months + fine; Section 448/449
Why TaxClue

Why Choose TaxClue?

👨‍💼

CS/CA Managed

Practising Company Secretary handles all MCA filings.

📋

End-to-End

Resolution drafting to RoC approval — complete management.

Fast Filing

Quick turnaround with zero RFI (Request for Information) rate.

📊

2026 Updated

Current with all MCA amendments and notifications.

📱

100% Online

Everything handled digitally.

5,000+ Filings

4.9/5 Google rating.

How We Work

TaxClue's Process

1

Consultation

Assess requirement and plan filing strategy.

2

Documentation

Resolutions, forms, and supporting documents.

3

MCA Filing

Submit on MCA V3 portal with DSC.

4

Approval & Compliance ✅

RoC confirmation received. Post-filing advisory.

Client Testimonials

What Our Clients Say

★★★★★
"TaxClue handled the MCA filing expertly. Board resolution drafted, forms filed, RoC approval received quickly."
VE
Verified Client
Delhi
★★★★★
"Professional CS team. They know Companies Act inside out. Highly recommend for any MCA matter."
VE
Verified Client
Mumbai
★★★★★
"Quick turnaround on our corporate change filing. No RFI from RoC. Perfect execution."
VE
Verified Client
Bengaluru
★★★★★
"Managing our MCA compliance for 3 years. Zero penalties. Great service."
VE
Verified Client
Gujarat
Industry Use Cases

Increase Authorised Capital Across Industries

🏢 Pvt Ltd CompaniesCorporate structure changes.
🏛️ Public CompaniesRegulatory compliance.
📋 OPCSingle-person company changes.
🤝 LLPPartnership changes.
🌐 Foreign CompaniesCross-border compliance.
🚀 StartupsGrowth-stage corporate actions.
🏭 ManufacturingEntity restructuring.
💼 Professional FirmsPractice entity changes.
Compare

Entity Comparison

ParameterPvt LtdPublic LtdOPCLLP
Governing LawCompanies Act 2013Companies Act 2013Companies Act 2013LLP Act 2008
Min Directors2312 (Partners)
Min Members2712
MCA FilingYesYesYesYes
Annual FilingMGT-7A, AOC-4MGT-7, AOC-4MGT-7A, AOC-4Form 11, Form 8
AuditMandatoryMandatoryConditionalConditional
Demat (Rule 9B)Non-small: 30 Jun 2025Already mandatorySmall exemptN/A
FAQ

Frequently Asked Questions

Ordinary Resolution (simple majority) at General Meeting. AOA must authorise the increase.
Based on authorised capital slab. Higher capital = higher fee. TaxClue provides exact calculation.
Varies by state. Stamp duty payable on the increased amount. TaxClue calculates state-specific duty.
7–15 working days including resolution, SH-7 filing, and RoC processing.
Not separately — the capital clause in MOA is amended through the SH-7 process.
Yes, but capital reduction is a more complex process under Section 66 (requires NCLT approval).
AOA must be amended first (Special Resolution + MGT-14) to include the power to increase.
Yes — you cannot allot shares beyond authorised capital. Increase first, then allot.
Latest Updates

MCA Amendments

  • 31 Dec 2025DIR-3 KYC Amendment — triennial filing (every 3 years) replaces annual. Effective 31 Mar 2026.
  • 1 Dec 2025Small Company thresholds revised — paid-up capital ≤₹4Cr, turnover ≤₹40Cr (was ₹2Cr/₹20Cr).
  • Feb 2025Rule 9B — mandatory demat for non-small private companies. Deadline 30 June 2025. No further extension.
  • 2026Companies Compliance Facilitation Scheme 2026 — file overdue annual returns and financial statements.
  • Feb 2026New Regional Directors and ROCs established effective 16 Feb 2026.
  • 2025PAS-3 Amendment Rules 2025 — updated allotment filing requirements.
  • OngoingCompanies Act 2013 + Rules remain primary framework. MCA V3 portal for all filings.

📌 Key MCA Updates

  • DIR-3 KYC: 3-year cycle (from Mar 2026)
  • Rule 9B Demat: 30 Jun 2025
  • Small Co: ₹4Cr/₹40Cr (Dec 2025)
  • Compliance Scheme 2026
  • MCA V3 Portal for all filings

🎁 What's Included

  • Board Resolution Drafting
  • MCA e-Form Preparation
  • RoC Filing
  • DSC Coordination
  • Compliance Advisory
  • Document Review
  • Follow-up with RoC
  • Free Post-Filing Support
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Success Stories

Real Clients. Real Results.

🏢

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✅ Filed · RoC Approved · Compliant
🏛️

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Complex corporate action managed end-to-end.

✅ Compliant · Filed · Approved
Get Started

Increase Authorised Capital —
CS-Managed, Fast, Fully Compliant.

Board resolution, MCA form, RoC filing, and compliance — all handled by our CS team.

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