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What is the difference between authorized and paid-up capital?

15-Mar-2026
Corporate

Answer By law4u team

The difference between authorized capital and paid up capital relates to how much capital a company is allowed to raise and how much has actually been received from shareholders. These concepts are governed under the Companies Act, 2013. Authorized capital means the maximum amount of share capital that a company is permitted to issue to shareholders as stated in its constitutional documents such as the memorandum of association. It is simply the upper limit fixed at the time of company registration or later increased with legal procedure. The company may or may not issue the entire authorized capital. Paid up capital means the actual amount of money that shareholders have paid to the company for the shares that have been issued to them. It represents the real funds received by the company and used for business operations. In simple terms, authorized capital is the allowed limit while paid up capital is the amount actually collected. Paid up capital can never be more than authorized capital. If a company wants to issue more shares beyond the authorized limit, it must first increase the authorized capital by following the prescribed legal procedure. Authorized capital is mainly important for regulatory purposes and planning future fundraising, whereas paid up capital reflects the company’s real financial base and ownership contribution.

Answer By Anik

Dear client, Authorized capital can be defined as the maximum number of share capital that a company is legally allowed to issue to its shareholders without breach of the Memorandum of Association and are registered with Registrar of Companies as per Companies Act, 2013. It is the maximum amount of capital a company is in a position to raise through share issues. An increase in the amount of authorized capital can be made by a company in accordance with the established procedure and obtaining the consent of shareholders. Paid-up capital, conversely, is the real value of money that has been transferred to the company by shareholders in exchange of the shares that the company has issued. It reflects the amount of the authorized capital which was subscribed and fully issued by the shareholders. To put it straight, the authorized capital refers to a maximum threshold of capital that a company is allowed to issue, and paid-up capital will be the sum that companies actually invested in a company by means of the shareholders. If you have any query please feel free to contact us.

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