Authorized Share Capital: Meaning, and How Does It Work?

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    Authorised share capital is the upper limit for the total number of shares a company may issue to its shareholders. This limit is set at the time of registering a company and appears in documents that are legal records of the company.

    This maximum share capital governs the total number of shares a company may issue. Once a company has reached this limit for issued shares, it must receive approval to increase its approved share capital to issue additional shares (by issuing additional shares beyond the maximum approved share capital amount).

    An approved share capital amount informs investors how fast a company can grow by raising additional funds. It also aids companies in future fundraising by permitting them to issue additional shares within the limits set by their approved share capital amount without having to amend their legal status.

    What Does Authorised Share Capital Mean?

    Authorised share capital is the maximum value of shares a company is allowed to issue legally. This limit is decided at the time of company registration and is stated clearly in the company incorporation documents.

    It defines the upper boundary for issuing shares to shareholders. A company cannot issue shares beyond this amount unless it follows a legal process to increase the authorised share capital.

    This concept helps investors understand how much equity a company can offer in the future. It also supports structured planning for growth and future fundraising activities.

    Additional Read: What are Authorised Stocks

    How Does The Authorised Share Capital Work?

    When a company is formed, it sets an authorised share capital limit. This limit decides the total number and value of shares the company can issue over time.

    The company can issue shares gradually within this approved limit based on funding needs. It does not need to issue the full authorised amount at once.

    If a company needs more capital than the approved limit, it must increase its authorised share capital. This requires shareholder approval and completion of legal and regulatory formalities.

    Important Terms Related to Authorised Share Capital

    Understanding authorised share capital becomes easier when you know its related terms. These components explain how shares are issued, owned, and funded, giving a clearer view of a company’s capital structure and financial position.

    • Issued share capital
      Issued share capital refers to the portion of authorised capital that a company has offered to investors. It shows how much equity has actually been made available to shareholders.
    • Subscribed share capital
      Subscribed share capital is the part of issued capital that investors have agreed to buy. It reflects investor interest and demand for the company’s shares.
    • Paid-up share capital
      Paid-up share capital is the amount investors have fully paid for subscribed shares. It represents the actual funds received by the company from shareholders.
    • Unissued share capital
      Unissued share capital is the remaining portion of authorised capital that has not been offered yet. Companies may use it later for future fund raising needs.
    • Increase in authorised share capital
      When funding needs grow, a company can increase authorised capital. This process needs shareholder approval and legal filing before new shares can be issued.

    Significance of Authorised Share Capital

    Authorised share capital plays a key role in shaping a company’s financial framework. It defines limits, supports growth plans, and ensures transparency, helping both companies and investors make informed financial and investment decisions.

    • Defines share issuance limit
      Authorised capital sets the maximum value of shares a company can legally issue. This limit creates a clear structure for ownership and prevents uncontrolled dilution of shareholder equity.
    • Supports future fund raising
      Companies can raise funds in stages within the authorised limit. This flexibility helps meet growth needs without changing legal documents every time new shares are issued.
    • Builds investor clarity
      It helps investors understand a company’s expansion capacity. Knowing the authorised capital gives insight into how much equity the company may issue in the future.
    • Ensures legal compliance
      Issuing shares within authorised limits keeps the company compliant with company law. Any increase requires approvals, ensuring transparency and proper governance.

    Key Components of Authorised Capital

    Authorised share capital is made up of several important elements that define a company’s equity structure. Knowing these components helps in understanding how shares are issued, valued, and managed over time.

    • Total number of shares
      Authorised capital includes the maximum number of shares a company can issue. This number is fixed during registration and defines the company’s overall equity structure.
    • Face value of shares
      Each share has a fixed face value. Authorised capital is calculated by multiplying the total authorised shares with their face value.
    • Issued and unissued portion
      Only part of authorised capital may be issued initially. The remaining unissued portion can be used later for expansion or funding needs.
    • Provision for increase
      Companies can revise authorised capital when needed. This requires shareholder approval and legal filings before issuing additional shares.

    How to Calculate the Authorised Share Capital?

    Calculating authorised share capital is a simple process once the key details are known. By following a few basic steps, companies and investors can determine the total value of shares permitted under company regulations.

    • Identify total authorised shares
      Start by checking the total number of shares the company is allowed to issue, as stated in the company’s incorporation or charter documents.
    • Confirm face value per share
      Find the face value assigned to each share. This value is fixed and mentioned in official company records.
    • Apply the calculation formula
      Multiply the total authorised number of shares by the face value per share to arrive at the authorised share capital amount.
    • Review for accuracy
      Cross-check the calculated amount with company filings to ensure the authorised capital figure matches official records and complies with legal disclosures.

    Example Of Authorised Share Capital

    If a company “ABC” has an authorized capital of Rs. 50 lakhs and shares have been granted to shareholders up to a sum of Rs. 40 lakhs, which signifies that the company has only issued shares that do not exceed the authorized capital’s maximum amount.

    Additionally, it has the authority to issue additional shares in the future totaling Rs. 10 lakhs without increasing the authorized share capital.

    However, if “ABC” company offered shares for Rs. 55 lakhs to investors using the same Rs. 50 lakhs of permitted money, this indicates that the company issued shares worth more than the legally authorized capital and was, thus, in violation of the law.

    Companies can do this only if they complete the procedure of raising the authorized share capital.

    Additional Read: Scalping Trading

    Disclaimer: Investments in securities markets are subject to market risks, read all the related documents carefully before investing.

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    Content Partner - Dalal Street Investment Journal Wealth Advisory Private Limited



    This article is for educational purposes only and should not be considered investment advice. Market investments are subject to risks. DSIJ Wealth Advisory Private Limited is a SEBI-registered Research Analyst (Reg. No: INH000006396) and Investment Adviser (Reg. No: INA000001142). Please consult your financial adviser before investing. 

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    Publish Date: 01 Aug 2023

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