Rights Issue in Rayagada
CA/CS-managed rights issue under Section 62(1)(a) — board resolution, letter of offer, tracking acceptances and renunciations, allotment and PAS-3 filing, end to end. Raise fresh capital while preserving every shareholder's ownership ratio. 100% online, at a fixed fee quoted upfront.
Get Expert Help
Expert calls back during business hours
Rights Issue in Rayagada
RoC Cuttack — 2nd Floor, Chalachitra Bhawan, OFDC, Buxi Bazaar, Cuttack – 753001
Orissa High Court
21 (Odisha)
Odisha levies Professional Tax (max ₹2,500/year). Applicable to companies employing salaried staff.
Alumina & Ferro-alloys, Tribal Agri, Forest Produce
Rayagada is a southern Odisha alumina, ferro-alloys, and tribal-agri district.
What Is Rights Issue?
A quick, plain-language explanation before the details.
A rights issue lets a company offer new shares to its current shareholders in proportion to what they already own — so they can put in more capital while keeping their ownership percentage unchanged.
Under Section 62(1)(a) of the Companies Act, 2013, where a company proposes to increase its subscribed capital by issuing further shares, those shares must first be offered to existing equity shareholders in proportion to their paid-up capital, by a notice (letter of offer) specifying the number of shares offered and a period of not less than 7 and not more than 30 days to accept.
Governed by the Ministry of Corporate Affairs (MCA) under the Companies Act, 2013. The allotment of shares is filed with the Registrar of Companies (ROC) via the MCA21 portal in Form PAS-3.
A rights issue is a one-time capital event. Once the offer period closes and shares are allotted and PAS-3 is filed, the increased subscribed capital is permanent unless later altered.
Quick Facts
Is This Service Right for You?
Ideal for
- Private companies raising fresh capital from existing members
- Startups topping up funds from founders & current investors
- Companies wanting to raise capital without diluting ownership ratios
- Businesses injecting promoter funds in a compliant, documented way
- Companies converting shareholder loans into equity pro-rata
- Growth-stage firms strengthening the balance sheet before a round
You may need this if
- You want to issue new shares only to existing shareholders
- You want each member to keep the same percentage ownership
- You need fresh equity capital without inducting new outsiders
- You want a board-approved, legally clean capital-raise trail
- You want to allow shareholders to renounce shares to others
- You need the allotment reported to the ROC in Form PAS-3
Not sure if you need this?
Talk to an Expert →Why Do a Rights Issue?
A rights issue is the cleanest way for a company to raise fresh equity from the people who already own it. Here is why companies use it.
-
01
Preserves Ownership Ratios
Because shares are offered pro-rata to existing holding, every shareholder can maintain their exact percentage stake — no unwanted dilution of control.
-
02
Raises Fresh Capital
A rights issue brings in new money to fund growth, working capital or expansion without taking on debt or inducting outside investors.
-
03
No New Outsiders
Capital comes only from current members, so founders keep the cap table simple and avoid onboarding unknown third-party shareholders.
-
04
Renunciation Flexibility
Shareholders who do not wish to subscribe can renounce their entitlement in favour of another person, giving flexibility within the offer.
-
05
Board-Controlled Process
The issue is approved by a board resolution and does not require a fresh valuation report the way a preferential allotment does — simpler for private companies.
-
06
Strengthens the Balance Sheet
Fresh equity improves net worth and debt-equity ratios, which helps with bank lending and readiness for a future funding round.
Simple, Transparent Pricing
Custom quote for your case
Fees depend on your business type and scope. Get a clear, itemised quote upfront — no hidden professional charges, government fee billed at actuals.
Who Can Apply?
Eligibility checklist
- The company has authorised capital sufficient to issue the new shares (or increases it first)
- A board resolution approving the rights issue and the letter of offer
- A letter of offer sent to every existing equity shareholder, pro-rata to holding
- An offer period of not less than 7 days and not more than 30 days to accept
- Acceptances, declines and renunciations recorded before allotment
- Allotment by board resolution and filing of Form PAS-3 with the ROC
Everything You Need. One Professional Team.
Consultation
Understand your capital-raise goal and confirm a rights issue is the right route vs preferential or private placement.
Authorised Capital Check
Verify authorised capital is enough — and file SH-7 to increase it first if required.
Board Resolution
Draft the notice, agenda and board resolution approving the rights issue and the letter of offer.
Letter of Offer
Prepare the letter of offer with pro-rata entitlement, price, offer period and the right of renunciation.
Dispatch & Tracking
Circulate the offer to all shareholders and track acceptances, declines and renunciations within the 7–30 day window.
Allotment
Draft the board resolution for allotment of shares to accepting and renouncee shareholders.
PAS-3 Filing
File the return of allotment (Form PAS-3) with the ROC on the MCA portal within the prescribed time.
Share Certificates & Registers
Issue share certificates and update the register of members and register of allotments.
What You’ll Receive
What Documents Are Required for a Rights Issue?
Requirements are grouped by company records, issue details and the filing set. Keep clear scans (PDF/JPG) ready — everything is collected securely online.
Company Records
Kept ready by the company- Certificate of Incorporation, MOA & AOA
- Current shareholding pattern / register of members
- Latest audited financials or capital position
- Details of authorised & paid-up capital
Issue Details
Prepared with our team- Number of new shares & issue price per share
- Pro-rata entitlement of each shareholder
- Proposed record date and offer period (7–30 days)
- Purpose / object of raising the capital
Signatory & Filing
For board approval & ROC filing- Board resolution & directors’ details
- DSC of the authorised director for PAS-3
- List of allottees with acceptances / renunciations
- Bank proof of share application money received
Offer window is fixed by law
The letter of offer must give shareholders not less than 7 and not more than 30 days to accept. If the offer is not accepted within the period, it is deemed to have been declined.
Right of renunciation
Unless the articles state otherwise, the offer includes the right of renunciation — a shareholder may renounce all or part of their entitlement in favour of another person named by them.
Authorised capital must be sufficient
If the new shares exceed the unissued portion of authorised capital, the company must first increase authorised capital (Form SH-7) before making the rights offer.
PAS-3 within the deadline
The return of allotment in Form PAS-3 must be filed with the ROC within the prescribed period after allotment. Late filing attracts additional fees and penalties.
Don’t have all the documents?
We’ll identify what your case needs →How a Rights Issue Works (Step by Step)
The entire process is board-driven under Section 62(1)(a); the allotment is filed online through the MCA21 portal.
Consultation & authorised-capital check
Confirm a rights issue fits your goal and check that authorised capital covers the new shares — increase it via SH-7 first if needed.
Board resolution
Convene a board meeting and pass a resolution approving the rights issue, the issue price and the letter of offer.
Issue the letter of offer
Send the letter of offer to every existing equity shareholder, stating their pro-rata entitlement, the price and an offer period of 7 to 30 days, including the right of renunciation.
Collect acceptances & renunciations
Track who accepts, declines or renounces during the offer window and collect the share application money into the company’s bank account.
Allot the shares
Pass a board resolution allotting shares to accepting shareholders and any renouncees, then issue share certificates.
File PAS-3 & update registers
File the return of allotment (Form PAS-3) with the ROC and update the register of members and register of allotments.
How Long Does a Rights Issue Take?
| Stage | Expected Time |
|---|---|
| Board resolution & letter of offer preparation | 2–5 working days |
| Offer period for shareholders to accept | 7–30 days (as set in the offer) |
| Allotment + Form PAS-3 filing with ROC | 2–5 working days |
The overall timeline is driven mainly by the statutory offer window — not less than 7 and not more than 30 days. If authorised capital has to be increased first, add time for the SH-7 filing. TaxClue keeps every stage on schedule so allotment and PAS-3 filing happen without delay.
Key Dates — At a Glance
| Frequency | What Is Due |
|---|---|
| On Allotment | Board resolution for allotment · Issue share certificates within the prescribed time · Update register of members & register of allotments |
| ROC Filing | File Form PAS-3 (return of allotment) · File SH-7 first if authorised capital was increased · Pay stamp duty on share certificates |
| Annually | Reflect the changed capital in AOC-4 & MGT-7/7A · Disclose the issue in the board’s report · Update the company master data with revised capital |
| Event-Based | BEN-2 if beneficial ownership changes · Update investor / cap-table records · Retain the letter of offer & acceptances for records |
Dates are indicative and may change with government notifications. Our team tracks every deadline so you never miss a filing.
Doing It Yourself vs TaxClue
Doing It Yourself
- Confirm authorised capital and increase it via SH-7 if short
- Fix the pro-rata entitlement of each shareholder correctly
- Draft the board resolution and a compliant letter of offer
- Set an offer window within the 7–30 day limits
- Track acceptances, declines and renunciations accurately
- Draft the allotment resolution and issue share certificates
- File Form PAS-3 on time without errors
With TaxClue
- Authorised-capital gap checked and SH-7 handled if needed
- Pro-rata entitlements computed correctly for every member
- Board resolution & letter of offer drafted by our CS team
- Offer window and record date set within statutory limits
- Acceptances and renunciations tracked cleanly for you
- Allotment resolution and share certificates prepared
- PAS-3 filed on time — higher first-time acceptance, fewer delays
Skip the guesswork.
Let an expert handle it →Common Mistakes That Delay Your Application
TaxClue reviews your documents before filing to reduce avoidable errors.
What Compliance Applies After a Rights Issue?
On Allotment
- Board resolution for allotment
- Issue share certificates within the prescribed time
- Update register of members & register of allotments
ROC Filing
- File Form PAS-3 (return of allotment)
- File SH-7 first if authorised capital was increased
- Pay stamp duty on share certificates
Annually
- Reflect the changed capital in AOC-4 & MGT-7/7A
- Disclose the issue in the board’s report
- Update the company master data with revised capital
Event-Based
- BEN-2 if beneficial ownership changes
- Update investor / cap-table records
- Retain the letter of offer & acceptances for records
Penalties & Consequences
What is at stake if you do not comply
- Not offering shares pro-rata to every existing equity shareholder
- Setting an offer period below 7 days or above 30 days
- Issuing more shares than the authorised capital permits (increase via SH-7 first)
- Allotting before the offer period has actually closed
- Filing Form PAS-3 late or with mismatched allottee details
Regulatory Updates 2025–26
- 2025: Allotment of shares is reported in Form PAS-3 within 30 days on the MCA V3 portal.
- 2025: Private companies (other than small companies) must dematerialise their shares and issue securities only in demat form, filing the half-yearly PAS-6.
Why Businesses Choose TaxClue
CA / CS Team
Qualified Chartered Accountants and Company Secretaries handle your rights issue end to end.
End-to-End
From board resolution to PAS-3 filing — fully managed, minimal effort from you.
Fast Turnaround
Committed timelines with proactive status updates at every stage.
100% Online
Everything over WhatsApp / email — no office visits required.
Transparent Fees
A fixed fee quoted upfront — ₹0 hidden professional charges.
Post-Service Support
Guidance continues after allotment on registers, certificates and next filings.
Your Documents Deserve Professional Care
- Documents handled by professionals under confidentiality
- Access limited to the team working on your file
- Communication over secure digital channels
- Documents retained only as long as needed for compliance
Frequently Asked Questions
What is a rights issue of shares?
Which law governs a rights issue in India?
How long is the offer period in a rights issue?
What is the right of renunciation?
Does a rights issue change the ownership percentages?
Is shareholder approval required for a rights issue?
What is Form PAS-3 and when is it filed?
Do we need to increase authorised capital before a rights issue?
Can a private limited company do a rights issue?
How is the rights issue price decided?
What happens to shares not taken up by shareholders?
What documents are needed for a rights issue?
How do I do a rights issue in a private limited company step by step?
What is the difference between a rights issue and a preferential allotment?
What is the difference between a rights issue and a bonus issue?
Can a rights issue be made at a premium or a discount?
Is stamp duty payable on shares issued through a rights issue?
Official Sources & Legal References
Every regulatory detail on this page — the section, offer window and filing form — is drawn from primary law and official government sources. Verify them directly:
- Companies Act, 2013 — Section 62Further issue of share capital, including the rights-issue procedure under Section 62(1)(a) · India Code
- MCA — Ministry of Corporate AffairsOfficial portal to file Form PAS-3 (return of allotment) and SH-7 (increase in authorised capital)
- MCA — Company Forms DownloadForm PAS-3 and other share-capital e-forms
- Companies (Share Capital and Debentures) Rules, 2014Rules governing issue and allotment of shares and the PAS-3 return
Related Guides
Section 62 Rights Issue Procedure
Read guide ArticleRights Issue vs Private Placement vs Preferential Allotment
Read guide ArticleHow to Issue Bonus Shares
Read guide ArticleAllotment of Shares & PAS-3 Procedure
Read guide ArticleSection 39 — Allotment of Securities
Read guide ArticleIncrease Authorised Capital Procedure
Read guide ArticleESOP & Sweat Equity Shares Rules
Read guideRights Issue Resources — All Free
Raise Capital Through a Compliant Rights Issue
Expert-managed rights issue under Section 62(1)(a) — board resolution, letter of offer, allotment and PAS-3 filing, end to end. Preserve ownership ratios while you raise fresh capital. Free consultation, fixed fee quoted upfront, zero hidden charges.