When a company registered in Maharashtra increases its authorised share capital, it must pay stamp duty on the increase in authorised share capital in Maharashtra at 0.2% of the increased amount, subject to a maximum of ₹50,00,000. This applies to private limited companies, public limited companies, and one person companies. The stamp duty must be paid before or at the time of filing Form SH-7 with the Registrar of Companies (ROC), Pune or Mumbai. Taxocity offers end-to-end compliance support for share capital increase with 100% accuracy guarantee.

• Rate: 0.2% of the incremental authorised capital
• Cap: Maximum ₹50,00,000 per transaction in Maharashtra
• Governing law: Maharashtra Stamp Act, 1958 (Article 10)
• ROC Form: SH-7 to be filed within 30 days of passing the ordinary resolution

What is Authorised Share Capital?

Authorised share capital (also called nominal capital) is the maximum amount of share capital that a company is legally permitted to issue to its shareholders, as stated in the Memorandum of Association (MOA). It is not the actual paid-up capital but the upper limit a company can raise through share issuance.

As a company grows and needs to issue more shares (for funding, ESOP grants, or onboarding investors), it must first increase this limit by passing an ordinary resolution in a General Meeting and then filing Form SH-7 with the ROC under Section 61 of the Companies Act, 2013.

Stamp Duty Rate in Maharashtra (2026)

Maharashtra levies stamp duty on increase in authorised share capital under Article 10 of Schedule I of the Maharashtra Stamp Act, 1958. The rate applicable is:

Parameter	Details
Stamp Duty Rate	0.2% (i.e., ₹200 per ₹1,00,000 of increase)
Calculated On	Amount of increase in authorised share capital only
Minimum Duty	No prescribed minimum (typically ₹1,000 for small increases)
Maximum Cap	₹50,00,000 per instrument
Governing Provision	Article 10, Maharashtra Stamp Act, 1958
Payment Mode	e-Stamp / franking / e-payment via GRAS portal

Example: If a company increases its authorised share capital from ₹10,00,000 to ₹1,10,00,000 (an increase of ₹1,00,00,000), the stamp duty payable = 0.2% × ₹1,00,00,000 = ₹20,000.

Maharashtra vs Other States: Stamp Duty Comparison

Stamp duty rates on increase in authorised share capital vary significantly across Indian states. Maharashtra's rate of 0.2% is relatively moderate. Here is a quick comparison with other major states:

State	Stamp Duty Rate	Maximum Cap
Maharashtra	0.2%	₹50,00,000
Delhi	0.15%	No cap
Karnataka	0.15%	₹50,00,000
Tamil Nadu	0.2%	₹20,00,000
Gujarat	0.1%	No cap
Rajasthan	0.25%	No cap

Note: Stamp duty is a state subject and rates are updated periodically. Always verify the current rate with your compliance advisor before proceeding.

Step-by-Step Process to Increase Authorised Share Capital (2026)

Increasing authorised share capital in Maharashtra involves both corporate law compliance under the Companies Act, 2013 and state-level stamp duty payment. Here is the complete process:

Step 1: Check the Articles of Association (AOA)

Verify that the company's AOA authorises the Board to increase authorised share capital. If not, an amendment to the AOA via a Special Resolution is required first.

Step 2: Hold a Board Meeting

Pass a Board Resolution under Section 179 of the Companies Act, 2013 to:

• Approve the proposed increase in authorised share capital
• Call an Extraordinary General Meeting (EGM) or pass resolution by way of postal ballot

Step 3: Pass Ordinary Resolution in EGM

Convene an EGM (or use postal ballot) and pass an ordinary resolution under Section 61(1)(a) of the Companies Act, 2013 to increase the authorised share capital. Issue at least 21 days' notice to all shareholders.

Step 4: Pay Stamp Duty in Maharashtra

After the resolution is passed, calculate the applicable stamp duty at 0.2% of the increased amount. Pay through any of these modes:

• GRAS Portal (Government Receipt Accounting System): Online payment via Maharashtra government's e-stamp platform
• e-Stamping: Through authorised Stock Holding Corporation of India (SHCIL) centres
• Franking: Through designated bank branches (for smaller amounts)

Step 5: File Form SH-7 with ROC

File Form SH-7 with the Registrar of Companies, Maharashtra (Pune or Mumbai) within 30 days of passing the ordinary resolution. Attach the following documents:

• Certified true copy of the ordinary resolution
• Notice of EGM along with explanatory statement
• Altered MOA reflecting the new authorised capital
• Proof of stamp duty payment (e-stamp certificate or challan)

Step 6: Update MOA and Statutory Records

Once ROC acknowledges Form SH-7, update the company's Register of Members, Statutory Registers, and MOA to reflect the new authorised capital limit.

Key Documents Required

• Board Resolution for convening EGM
• Notice of EGM with explanatory statement
• Ordinary Resolution passed at EGM (certified copy)
• Altered Memorandum of Association
• Stamp duty payment proof (GRAS challan or e-stamp certificate)
• Digital Signature Certificate (DSC) of the authorised director
• Director Identification Number (DIN) of the signing director

Penalty for Non-Compliance or Late Filing

Failure to file Form SH-7 within 30 days or underpayment of stamp duty can attract significant penalties:

Default Type	Penalty Under Companies Act, 2013
Late filing of SH-7	₹1,000 per day of default (up to ₹5,00,000)
Non-payment of stamp duty	Penalty up to 10x the deficit stamp duty under Maharashtra Stamp Act
Stamp duty paid on wrong document	Instrument becomes inadmissible as evidence; additional penalty applicable

Timely and accurate filing is critical. Engaging a professional compliance partner significantly reduces the risk of costly penalties.

Common Mistakes to Avoid

• Calculating stamp duty on total capital instead of only the incremental increase. Stamp duty applies only to the additional amount, not the pre-existing authorised capital.
• Paying stamp duty in the wrong state. Stamp duty must be paid in Maharashtra (state where the registered office is located), regardless of where business operations occur.
• Missing the 30-day SH-7 filing window after passing the resolution.
• Not amending the MOA to reflect the updated authorised capital before or alongside Form SH-7 filing.
• Using outdated AOA that restricts the Board from increasing capital without a Special Resolution.

How Taxocity Helps with Share Capital Increase

Taxocity, with over 3 decades of compliance expertise and a 4.8/5 rating from 5,000+ clients, provides complete end-to-end support for increasing authorised share capital in Maharashtra:

• Board and EGM resolution drafting
• Stamp duty calculation and GRAS payment assistance
• Form SH-7 preparation and ROC filing
• MOA amendment and updated statutory records
• 100% compliance guarantee with real human experts guiding you at every step

Whether you are a startup in Mumbai scaling up for a funding round or an established company in Pune restructuring its capital, our experts handle the entire process seamlessly. Explore our Private Limited Company Registration and related compliance services, or reach out for share capital increase support.

Frequently Asked Questions

Is stamp duty applicable on the total authorised capital or only the increase?

Stamp duty in Maharashtra is applicable only on the incremental increase in authorised share capital, not the existing or total authorised capital.

What is the maximum stamp duty payable in Maharashtra?

The maximum stamp duty payable on increase in authorised share capital in Maharashtra is ₹50,00,000 per transaction, regardless of how large the increase is.

Can stamp duty be paid online in Maharashtra?

Yes. Stamp duty for increase in authorised share capital can be paid online through the GRAS (Government Receipt Accounting System) portal maintained by the Government of Maharashtra, or through authorised SHCIL e-stamping centres.

Within how many days must Form SH-7 be filed?

Form SH-7 must be filed with the ROC within 30 days of the date on which the ordinary resolution increasing authorised share capital is passed.

Does increasing authorised capital mean the company has issued more shares?

No. Increasing authorised share capital only raises the ceiling on how many shares the company can issue. To actually issue new shares, the company must separately pass a resolution and file Form PAS-3 with the ROC.

Is a Special Resolution needed to increase authorised share capital?

Only an ordinary resolution (simple majority) is required to increase authorised share capital under Section 61 of the Companies Act, 2013, provided the AOA permits it. A special resolution is needed only if the AOA itself needs to be amended to allow the increase.

Related Compliance Services

• Private Limited Company Registration - Complete incorporation support in Maharashtra and across India
• One Person Company Registration - OPC formation with minimal compliance burden
• LLP Registration - Register your Limited Liability Partnership with full ROC filing support
• Startup India Registration - DPIIT recognition for eligible startups
• Stamp Duty on Share Capital Increase - All States - Compare rates across India

Key Takeaways

1. Stamp duty on increase in authorised share capital in Maharashtra is 0.2% of the incremental amount.
2. The maximum stamp duty cap in Maharashtra is ₹50,00,000.
3. Duty is governed by Article 10 of the Maharashtra Stamp Act, 1958.
4. Pay via GRAS portal or SHCIL e-stamping centres before or at the time of filing Form SH-7.
5. File Form SH-7 with the ROC within 30 days of the resolution date.
6. Stamp duty applies only to the increase, not the existing authorised capital.
7. Non-payment or late filing attracts penalties up to 10x the deficit duty under the Maharashtra Stamp Act.

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Disclaimer: This article is for general informational purposes only and does not constitute tax, legal, or financial advice. Stamp duty rates and compliance requirements may change. Always consult a qualified tax advisor or company secretary for advice specific to your situation before taking any action.