Stepwise Procedure to Increase Authorised Share Capital under Section 61

Stepwise Procedure to Increase Authorised Share Capital under Section 61

May 28, 2016
     
Procedure-Increase-Authorised-Capital-Section-61


Stepwise Procedure to Increase Authorised Share Capital under Section 61




 Section 61 of the Companies Act, 2013 deals with the alteration in share capital. As per the provisions of Section 61, if a limited company having share capital, authorised by its Articles of Association, may alter its memorandum in its general meeting to increase its authorised share capital by such amount as it thinks expedient.

Stepwise Procedure to Increase Authorised Share Capital of the company is as under : 

Step 1: 


Approval of the Board
Hold a board meeting to get the approval of board for 
1.     Increase in Authorised Share Capital 
2.     to Fix the date, time, and venue of the general meeting to get the shareholder’s approval
3.      to approve the Notice of General Meeting.
Step 2 : 

Call EGM
Issue notice of Extraordinary Meeting to all Members, Directors and the Auditors of the company in accordance with the provisions of Section 101 of the Companies Act, 2013.

Step 3 : 


Approval of Shareholders
Hold an Extraordinary General Meeting to pass the necessary Ordinary Resolution   under section 61 of the Companies Act, 2013, for Increasing Authorised Share Capital of the company.
Step 4 : 

Filing of Resolution with ROC in SH-7
The resolution passed at the General Meeting needs to be filed with the Registrar in Form SH-7 within 30 days of passing the resolution.  The following documents shall be filed as an attachment to the eForm No. SH – 7:

1.  Notice of General Meeting along with the explanatory statements;
2.  Certified true copy of Ordinary Resolutions;
3.  Altered Memorandum of Association;
4.  Minutes of the extraordinary general  meeting;
5.  Consent letter of shareholders, in case the general meeting is convened on shorter notice.
As per the provisions of section 64, the company is also required to file a notice in the prescribed form, with the Registrar, within a period of 30 days of such increase in authorised capital.
Step 5 :

Approval of ROC for Increasing Authorise Share Capital
On receipt of SH-7, If the Registrar of Companies is satisfied with all the required formalities, then Registrar will approve the increase in authorised capital.

Related Post :
Draft Board Resolution for Increase of authorized share capital
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