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Change in Authorised Capital in Pune: Increase, File, and Stay Compliant

Reviewed by CA and CS Team, Patron Accounting LLP ICAI & ICSI Registered| 15+ Years Experience| Last Updated: Verify Credentials →

Documents: Board resolution, EGM notice, ordinary resolution, amended MOA Clause V, Form SH-7, Form MGT-14

Fees: ROC fee (based on new capital) + Maharashtra stamp duty (Rs 1,000 per Rs 5 lakh increase) + Professional fee Rs 5,000 - Rs 25,000

Eligibility: All Pvt Ltd, OPC, public companies, and Section 8 companies registered in Pune/Maharashtra

Timeline: 7-15 business days from board resolution to ROC filing | SH-7 within 30 days of EGM resolution

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Change in Authorised Capital in Pune - Overview

📌 TL;DR - Change in Authorised Capital in Pune Services at a Glance

Changing authorised capital involves amending the Capital Clause (Clause V) of the MOA under Section 61 of the Companies Act, 2013. Process: (1) board resolution to convene EGM, (2) 21-day EGM notice, (3) ordinary resolution to increase capital, (4) file MGT-14 with ROC Pune within 30 days, (5) file SH-7 with ROC fees and Maharashtra stamp duty within 30 days, (6) update MOA/AOA. Maharashtra stamp duty: Rs 1,000 per Rs 5 lakh increase (max Rs 50 lakh). ROC fees based on new total authorised capital. Timeline: 7-15 business days.

Pune is home to thousands of companies needing periodic capital increases. Baner and Kharadi startups raise seed/Series A funding requiring capital increase before share issuance. Hinjewadi IT subsidiaries receive equity infusions from parent companies. MIDC manufacturers at Bhosari and Chakan expand operations. Camp trading companies bring in new partners. Each triggers the EGM-to-SH-7 filing sequence with ROC fees and Maharashtra stamp duty. Learn more about Change in Authorised Capital across India.

Maharashtra stamp duty is Rs 1,000 per Rs 5 lakh of increase (or part thereof), capped at Rs 50 lakh - a state-specific calculation many Pune companies get wrong. File on MCA portal (mca.gov.in). Related: Pvt Ltd Registration in Pune and Annual ROC Filing in Pune.

Content is reviewed quarterly for accuracy.

What Is Change in Authorised Capital?

Authorised capital is the maximum share capital a company can issue, specified in Clause V of the MOA under Section 2(8). Change in authorised capital is the process of increasing or decreasing this limit by amending the MOA through shareholder resolution and ROC filing.

Under Section 61(1), a company can: increase authorised capital, consolidate shares, convert shares to stock, sub-divide shares, or cancel unissued shares. The most common for Pune companies is increasing capital to issue more shares. Related: Share Allotment and ITR for Companies in Pune.

Key Prerequisite: The AOA must contain a provision authorising the increase. Most standard AOAs include this. If not, the AOA must first be amended by special resolution (75% majority) before proceeding.

Key Terms for Change in Authorised Capital in Pune:

  • Section 61: Power to alter share capital by ordinary resolution at general meeting
  • Form SH-7: Notice to ROC of capital alteration, filed within 30 days with fees and stamp duty
  • Form MGT-14: Filing of resolution with ROC within 30 days of EGM
  • Clause V MOA: Capital Clause specifying authorised share capital amount and breakup
  • Maharashtra Stamp Duty: Rs 1,000 per Rs 5 lakh increase (or part thereof), max Rs 50 lakh
  • ROC Fee: Differential between fee on new capital and fee already paid on existing capital
CAP Change in Authorised Capital in Pune
SH-7 + MGT-14 ROC Pune + MH Stamp Duty

Which Companies in Pune Need This Service?

Startups Raising Funding (Baner, Kharadi): Companies incorporated with Rs 1 lakh capital needing to issue shares to angels/VCs. The most common trigger for capital increase. Related: Pvt Ltd Registration in Pune.

IT Subsidiaries (Hinjewadi): Indian or foreign parent companies investing equity in subsidiaries. Each infusion requires sufficient authorised capital.

Manufacturing Companies (MIDC Bhosari, Chakan): Expanding production, setting up new plants, or acquiring machinery. Promoters invest additional capital. Related: ROC Notice in Pune.

CCPS/CCD Conversion + ESOP Pool: Companies converting instruments to equity and tech companies creating 10-15% ESOP pools. Capital Reduction: Companies with excess authorised capital reducing annual ROC compliance costs. Related: Company Strike Off.

Change in Authorised Capital Services in Pune

ServiceWhat We Do
End-to-End Capital IncreaseComplete process: AOA verification, board meeting minutes, EGM notice, ordinary resolution, MGT-14 and SH-7 filing, stamp duty calculation and payment, MOA/AOA update.
Maharashtra Stamp Duty + ROC Fee ComputationAccurate stamp duty under Bombay Stamp Act (Rs 1,000 per Rs 5 lakh, max Rs 50 lakh). Precise ROC fee differential calculation using MCA fee table. Electronic payment via portal.
EGM ManagementDrafting EGM notice with explanatory statement, 21-day notice to shareholders, resolution process management, and certified true copies. Related: LLP Registration in Pune.
Pre-Funding Capital StructuringAdvisory on optimal authorised capital for current and projected funding rounds. Coordination with investor legal counsel on SHA/SSA requirements. Minimising stamp duty while ensuring headroom.
Capital Reduction FilingUnissued shares: board + EGM + SH-7. Paid-up capital: NCLT Section 66 application. Related: OPC Registration and Accounting Services.
Our Process

Process to Change Authorised Capital in Pune

Our Pune CA+CS team manages the entire capital alteration process - from board resolution to SH-7 filing and MOA update.

Step 1

Verify AOA and Hold Board Meeting

Check that AOA authorises capital increase (most standard AOAs do). Convene board meeting. Pass resolution to: approve increase, call EGM, authorise EGM notice. Record minutes. For Pune startups, Patron drafts the resolution and minutes.

AOA verifiedBoard resolution passed
AOABoard Res.Verify + Approve
Approved01
Step 2

Issue EGM Notice (21 Days)

Prepare EGM notice with explanatory statement under Section 102 specifying the proposed increase, new Clause V of MOA, and reason. Issue to all shareholders at least 21 clear days before EGM. Can be sent via email. Include text of ordinary resolution. Short notice possible with 95% shareholder consent.

EGM notice issued21-day period started
EGMNotice21days
Notice Sent02
Step 3

Hold EGM and Pass Ordinary Resolution

Conduct the EGM. Pass ordinary resolution to increase authorised capital and amend Clause V of MOA. Ordinary resolution requires simple majority (>50% of votes cast). Record minutes. Prepare certified true copy signed by chairman.

Resolution passed (>50%)Minutes recorded
>50%Ordinary Res.
Resolved03
Step 4

File Form MGT-14 with ROC Pune (Within 30 Days)

File MGT-14 on mca.gov.in within 30 days of passing resolution. Attach: EGM notice, explanatory statement, certified copy of resolution, amended MOA. DSC of authorised director required. This intimates ROC Pune about the resolution.

MGT-14 filedResolution registered with ROC
MGT-1430 DaysFile Resolution
MGT-14 Done04
Step 5

File Form SH-7 with ROC Pune (Within 30 Days)

File SH-7 on mca.gov.in within 30 days of resolution. Provide: CIN, alteration type, original and new capital, breakup, SRN of MGT-14. Pay ROC fees (differential based on new capital) and Maharashtra stamp duty (Rs 1,000 per Rs 5 lakh, max Rs 50 lakh) electronically. DSC required.

SH-7 filedROC fee + stamp duty paid
SH-7ROC Fee+ Stamp DutyFile + Pay
SH-7 Filed05
Step 6

Update MOA/AOA and Company Records

After SH-7 approval by ROC, update Clause V of MOA in all copies. Note the alteration as required by the Act. Update internal records, statutory registers, and MCA master data. Company can now allot shares up to the new limit. Patron provides updated MOA and ROC filing confirmation.

MOA Clause V updatedMCA master data reflects new capital
MOA Updated
Complete06

Documents Required for Capital Change in Pune

  • Current MOA and AOA: Existing Memorandum (Clause V showing current capital) and Articles.
  • Board Resolution: Minutes approving increase and calling EGM.
  • EGM Notice with Explanatory Statement: 21-day notice with proposed resolution and reasons.
  • Ordinary Resolution (Certified): Passed at EGM with simple majority, signed by chairman.
  • Amended MOA (Clause V): Updated Capital Clause showing new authorised capital and share breakup.
  • DSC of Authorised Director: Valid Class 3 Digital Signature Certificate.
  • CIN and Company Details: Corporate ID, registered office, PAN.

Pune-specific tip: Maharashtra companies must pay stamp duty electronically via MCA portal. The portal auto-calculates based on state of registration and increase amount. Ensure registered office state is correctly shown as Maharashtra on MCA master data before filing SH-7 - wrong state coding results in incorrect stamp duty.

Common Challenges in Pune

ChallengeImpactHow Patron Accounting Solves It
Maharashtra Stamp Duty MiscalculatedCompanies apply wrong rate or miss "part thereof" clause - Rs 22 lakh increase = 5 blocks, not 4Patron ensures precise stamp duty computation under Bombay Stamp Act for every filing
ROC Fee Differential Not ComputedCompanies overpay by computing fees on full new capital instead of differentialPatron computes exact differential using MCA fee table - no overpayment
30-Day Filing Deadline MissedDSC issues, DIN deactivation or prior compliance defaults cause delay - Rs 100/day + penaltiesPatron pre-checks DSC, DIN and compliance status before board meeting to prevent delays
Startup Capital Too Small or LargeIncreasing to exact amount needs another increase in 6 months; increasing too much wastes stamp dutyPatron advises optimal level balancing current needs with 12-18 month fundraising projection

Fees for Authorised Capital Change in Pune

Fee ComponentAmount
Capital Increase (up to Rs 10 lakh)Patron Rs 5,000-8,000 + govt fees
Capital Increase (Rs 10L - Rs 1 crore)Patron Rs 8,000-15,000 + govt fees
Capital Increase (Rs 1 cr - Rs 10 cr)Patron Rs 15,000-25,000 + govt fees
Capital Increase (above Rs 10 crore)Patron Rs 25,000-50,000 + govt fees
Capital Reduction (Unissued)Patron Rs 8,000-15,000
Capital Reduction (Paid-Up, NCLT)Patron Rs 30,000-75,000
Pre-Funding Structuring AdvisoryPatron Rs 5,000-10,000

All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.

Professional service charges for drafting, filing, and representation are separate from the statutory fees. The exact fee depends on the complexity of the case, disputed amount, and number of hearings required. Contact us for a detailed quote.

Get a free Change in Authorised Capital in Pune consultation - Call +91 945 945 6700 or WhatsApp us. No-obligation assessment.

Timeline for Authorised Capital Change

StageEstimated Timeline
Board MeetingDay 1
EGM Notice to Shareholders21 clear days (Day 1-22)
EGM + Ordinary ResolutionDay 23-25
File Form MGT-14Within 30 days of EGM
File Form SH-7 + Pay Fees/Stamp DutyWithin 30 days of EGM
ROC Processing3-5 business days
Updated MCA Master DataDay 30-35 (total)

Fast-Track (Startup Pre-Funding): For urgent capital increases before a funding close, the process can be compressed to 10-12 business days with shortened EGM notice (if all shareholders consent to short notice under Section 101(1)). All filings online via mca.gov.in. Patron's Pune office at RTC Silver, Wagholi manages the complete process digitally.

Key Benefits

Why Choose Patron for Capital Change in Pune?

Pune Office + ROC Proximity

RTC Silver, Wagholi - 40 minutes from Baner, Kharadi, Hinjewadi, MIDC Bhosari and ROC Pune (PMT Building).

Startup Capital Structuring

Advise on optimal authorised capital for current and projected funding rounds. Minimise stamp duty while ensuring headroom for share issuance and ESOP.

MH Stamp Duty Expertise

Precise calculation under Bombay Stamp Act. Correct stamp duty payment via MCA portal - no underpayment demands, no overpayment.

CA + CS Combined Team

Capital increase requires financial advisory (CA) and corporate secretarial filing (CS). Patron's Pune office has both working on each matter.

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Increase vs Reduction of Authorised Capital

FactorIncrease (Section 61)Reduction - Unissued (Section 61)Reduction - Paid-Up (Section 66)
ResolutionOrdinary at EGMOrdinary at EGMSpecial + NCLT approval
ROC FilingMGT-14 + SH-7MGT-14 + SH-7MGT-14 + SH-7 + NCLT Order
Stamp DutyOn increase amountN/A (no increase)As per NCLT order
Timeline7-15 business days7-15 business days3-6 months (NCLT)
Common UsePre-funding, expansion, infusionRemove excess, reduce annual feesReturn capital, restructuring

Legal and Compliance Framework

Section 61: Power to alter share capital by ordinary resolution. Section 64: File SH-7 with ROC within 30 days.

Resolution: Ordinary (>50%) at EGM. AOA must authorise. If not, amend AOA first by special resolution (75%).

EGM Notice: 21 clear days. Short notice with 95%+ consent (private company).

Form MGT-14: Resolution filing within 30 days. Attach notice, resolution, amended MOA.

Form SH-7: Capital alteration notice within 30 days. ROC fee (differential) + state stamp duty.

Maharashtra Stamp Duty: Rs 1,000 per Rs 5 lakh of increase or part thereof. Max Rs 50 lakh. Bombay Stamp Act, Article 10/25(da). Electronic payment via MCA.

Penalty (Section 450): Rs 10,000 + Rs 1,000/day continuing default. Max Rs 2,00,000 company / Rs 50,000 officer. Late SH-7: Rs 100/day additional fee.

Portals: MCA - mca.gov.in | Maharashtra Stamps

ROC Pune: PMT Building, Shivaji Nagar, Pune 411005.

FAQs - Change in Authorised Capital in Pune

Find answers to the most common questions about authorised capital change in Pune.

Quick Answers

Authorised capital badhane ka process kya hai? Board meeting > EGM notice (21 din) > EGM mein ordinary resolution > MGT-14 file karo 30 din mein > SH-7 file karo ROC fee aur stamp duty ke saath > MOA update karo.

Maharashtra mein stamp duty kitni lagti hai? Rs 1,000 har Rs 5 lakh ke increase pe ya uske part pe. Maximum Rs 50 lakh. MCA portal se electronically pay karna hai.

Kitna time lagta hai? 7-15 business days normal process mein. Fast-track (short notice consent) mein 10-12 din.

Need Capital Increase for Your Funding Round? Start Today

For Pune startups in the middle of a funding round, authorised capital increase is often on the critical path to closing. Investors cannot subscribe to shares exceeding the authorised limit. A 30-day delay in SH-7 filing can delay the entire close, affecting investor confidence. The process takes 7-15 business days end-to-end. Start the day the board approves.

Get your capital increase done now - Call +91 945 945 6700 or WhatsApp us. Free consultation.

Change Your Authorised Capital in Pune - Fast, Accurate, Compliant

Change in authorised capital is a fundamental corporate action for Pune companies - whether a Baner startup before a seed round, a Hinjewadi IT subsidiary receiving parent infusion, or a MIDC manufacturer expanding operations. The process requires careful sequencing within 30 days, accurate Maharashtra stamp duty calculation, and correct ROC fee computation.

Patron Accounting's Pune office at RTC Silver, Wagholi provides dedicated capital alteration services - pre-funding structuring, EGM management, SH-7/MGT-14 filing, stamp duty computation, and MOA update.

With 15+ years experience, 10,000+ businesses served and a 4.9 Google rating, Patron is a trusted CA and CS firm across Pune, Mumbai, Delhi and Gurugram.

Book a Free Consultation - No Obligation.

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Content Created: 23 March 2026  |  Last Updated:  |  Next Review: 23 September 2026  |  Reviewed By: CA & CS Team, Patron Accounting LLP

This page is reviewed semi-annually to reflect MCA fee changes, Maharashtra stamp duty amendments and Companies Act rule updates. Last review: March 2026. Next review: September 2026.

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