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Company changes

Increase authorised capital, before issuing more shares

Create the constitutional headroom for growth, while keeping the later share issue, valuation and investor process distinct.

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Professional fee
From ₹5,899
Working timeline
Confirmed after capital and Articles review
Government charges
Shown before payment
Indian founders reviewing share capital plans

Built for

Indian private companies

Best when

Target ceiling and funding plan are known

01Review cap table
02Check Articles
03Approve increase
04File SH-7
05Plan allotment
A practical fit check

Do you need headroom,
or an actual share issue?

Increasing the ceiling and allotting shares are separate corporate actions.

Capital headroom

Raise the authorised ceiling before a future issue.

Incoming investor

Plan valuation, offer and allotment separately.

Articles restriction

Alter the Articles first if they do not permit the increase.

New share class

Draft rights and constitutional provisions carefully.

Authorised capital

Approve the ceiling. Then issue correctly.

SH-7 does not allot shares.

The funding transaction needs its own route, approvals and filings after capital headroom exists.

01 / Outcome

What you receive,
ready to use.

We verify the current capital clause and Articles, prepare the corporate approvals and SH-7 filing, and show the separate work needed before new shares are allotted.

MOA · AOA
BOARD · MEMBERS
SH-7 CAPITALMore headroom,
properly authorised.
REVIEW · VOTE · FILE
01

Current capital and Articles review

02

Increase and proposed share-class scope

03

Board and member approval pack

04

Altered Memorandum capital clause

05

SH-7 filing support

06

Next-step allotment roadmap

02 / Eligibility

What must be
in place.

01

The proposed increase fits the company’s funding and ownership plan.

02

The Articles authorise an increase or can be altered through the correct member approval.

03

The company can pass and document the required board and member decisions.

04

Existing filings and capital records can be reconciled with the Registrar record.

05

Government fees and stamp duty are calculated from the company’s current and revised capital and jurisdiction.

Separate the three capital decisions

Each answers a different company-law question.

DecisionAuthorised ceilingShare issuePaid-up capital
MeaningMaximum permittedShares legally allottedAmount paid on issued shares
Typical filingSH-7PAS-3 and route-specific recordsReflected through issue and accounts
Creates fundingNoOnly when subscribed and paidRecords money due/received
03 / Process

From capital plan to
usable headroom.

A practical sequence with clear ownership at every stage. Registry review times can vary.

01

Capital diagnosis

Step 1

We handle

Review authorised, issued and paid-up capital and planned funding.

You provide

Share cap table, charter documents and target amount.

02

Articles check

Step 2

We handle

Confirm whether constitutional alteration is needed.

You provide

Approve the proposed ceiling and share structure.

03

Corporate approvals

Meeting dependent

We handle

Prepare notices, explanatory material and resolutions.

You provide

Convene board and member meetings.

04

SH-7 filing

Statutory window

We handle

Prepare SH-7, altered Memorandum and certified attachments.

You provide

Pay calculated government fees and stamp duty.

05

Issue planning

Separate transaction

We handle

Map the lawful allotment route if shares will now be issued.

You provide

Confirm investors, valuation and funds flow.

04 / Documents

A checklist without
the back-and-forth.

We ask only for records or data relevant to your application, review, or audit scope.

  • Memorandum and Articles
  • Latest master data and annual return
  • Current cap table and share registers
  • Prior capital-change filings

Before you begin

Use clear PDF, JPG, or PNG files.

Keep address records recent and readable.

05 / Pricing

Choose the support
you actually need.

Every total separates professional fees, GST, and stated government charges. State stamp duty and exceptional filings may vary.

Not included automatically

  • — Registrar and statutory filing fees
  • — Stamp duty, notarisation, publication or courier costs where applicable
  • — Digital signatures, DIN work, valuation, certification or specialist opinions outside the agreed scope
  • — Share issue, valuation, private placement, rights offer or allotment filings

Costs that can repeat

  • — Annual return and financial-statement capital disclosures
  • — Share register and certificate maintenance
  • — Beneficial ownership reporting where applicable
  • — Separate allotment and return-of-allotment compliance
06 / After registration

Ceiling increased,
funding still needs a route.

These are the first recurring obligations to plan for before you commit to a company structure.

01

SH-7

Within the statutory period after the resolution

Government fees and stamp duty are calculated on the increase.

02

Altered Memorandum

With the capital filing

The updated capital clause must match the approved ceiling.

03

PAS-3 or issue filings

Only after a separate allotment

Increasing the ceiling is not an allotment.

07 / Questions

Got questions?
We’ve got answers.

Understand authorised versus paid-up capital, Articles, resolutions, SH-7, fees, share classes and the separate allotment process.

Still deciding?

AI CA can compare structures around cost, risk, compliance, and funding.