Increase in authorised share capital of a private company

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CA RUCHIKA GOYAL

CA RUCHIKA GOYAL (Querist)
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18 December 2010 What is the procedure to increase authorized share capital of a private company?

CMA. CS. Sanjay Gupta

CMA. CS. Sanjay Gupta (Expert)
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18 December 2010 1. Hold Board Meeting for convening Shareholders Meeting for passing Ordinary Resolution in terms of Section 94 read with Section 97 of the Act. (Passing of Special Resoltuion is required, if alteration in the capital clause of AOA is required to be made);

2. Convene Shareholder meeting (EGM/AGM);

3. File Form 5 with the Registrar within 30 days of the passing of resolution. The stamping fee be paid through credit card or challan online at the time of filing Form 5.

(Form 23 is required to be filed if special resolution is passed in the GM, otherwise not)

Jayashree S Iyer

Jayashree S Iyer (Expert)
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18 December 2010 Agree with the expert.
Further would like to add -
1) while filing form 5, attach amended MOA/AOA.
2)Make corrections in all copies of MOA/AOA.

Ajay Mishra

Ajay Mishra (Expert)
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20 December 2010 Hi

Procedure for increase in authorised capital of the company

1. Convene a Board Meeting after issuing notices to the directors of the company to decide about the increase and to fix the date, time, place and agenda for convening a General Meeting.
2. To pass an Ordinary Resolution (Special Resolution if so required by articles) for the same.
3. Download Form -5 from www.mca.gov.in
4. Fill the details required such form except signature of the concerned person.
5. Opt the option to pay stamp duty electronically along with ROC fee on Form-5 with concerned ROC.
6. Please attached altered MOA and AOA with the Form-5 filed with concerned ROC .
7. File physically MOA along with stamped form-5 with concerned ROC (if required).
8. After approval of Form-5 from ROC make necessary changes in MOA and AOA and in all other papers and documents.

If you are increasing Authorised Capital by Special Resolution or also change in Article of Association it is required to file Form 23 with concerned ROC within 30 days from the date of passing such resolution.

Regards

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