INCREASE OF PAID UP CAPITAL

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PROFESSIONAL ADEPT (Querist)

19 February 2025 'Pls share the format of resolutions and notice for increasing paid up capital.And also whether it is mandatory for valuation of shares by CA

Aashok Kumar Sharma online

Aashok Kumar Sharma

(Expert)

12 August 2025 Sure! Here’s a basic guide on increasing paid-up capital, including the format of notice and resolution, plus the valuation part.

1. Notice of Board Meeting for Increase of Paid-up Capital
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[Company Letterhead]

Date: ____________

To,
All Directors,
[Company Name]

Subject: Notice for Board Meeting to consider increase of Paid-up Capital

Dear Sir/Madam,

Notice is hereby given that a meeting of the Board of Directors of [Company Name] will be held on [Date], at [Time], at [Venue] to consider and approve the proposal for increase of the paid-up capital of the company by issue of additional shares.

Agenda:
1. To consider and approve the increase of paid-up capital of the company.
2. To decide on the issue of new shares and related matters.
3. To consider appointment of valuer, if required, for share valuation.
4. Any other matter with the permission of the Chair.

Kindly make it convenient to attend.

Regards,
[Name]
Company Secretary / Director
2. Board Resolution to Increase Paid-up Capital
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[Company Letterhead]

Date: ____________

Minutes of the Meeting of the Board of Directors of [Company Name] held on [Date] at [Venue].

Resolved that pursuant to the provisions of the Companies Act, 2013 and Articles of Association of the Company, the paid-up capital of the company be increased from Rs. _______ to Rs. _______ by issue of ________ equity shares of Rs. ___ each at par / premium.

Resolved further that the valuation of shares for the purpose of issue shall be conducted by a registered valuer (if required as per law), and the valuer be appointed for the same.

Resolved further that [Name], [Designation], be authorized to do all such acts, deeds, and things as may be necessary to give effect to this resolution, including filing necessary forms with the Registrar of Companies.

Certified true copy

For [Company Name]

____________________
[Name]
Director / Company Secretary
3. Is valuation mandatory by CA/Registered Valuer?
If shares are issued at par, generally no valuation is required.

If shares are issued at a premium or to non-promoters, valuation by a Registered Valuer is mandatory under the Companies Act, 2013.

If shares are issued to promoters or related parties at premium, valuation is still advisable to comply with regulatory requirements.

Valuation is necessary to comply with provisions under Section 62 and Section 42 of Companies Act, 2013.

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