An authorised-capital statement triggers companion figures
Companies Act, 2013 section 60 requires a notice, advertisement, other official publication, business letter, billhead or letter paper containing authorised-capital information also to state subscribed and paid-up capital in equally prominent position and equally conspicuous characters. The answer is not to show a large authorised figure with the smaller actual capital hidden in a footnote. This guide is checked on 25 October 2026 and concerns the publication duty, not the approvals for changing capital.
Reconcile the three figures before designing the template
Authorised capital is capacity under the company’s constitutional records. Subscribed capital and paid-up capital must be supported by actual share records and payment facts. A larger authorised ceiling does not prove an allotment occurred; subscribed nominal capital does not prove every amount has been called or paid. Keep securities premium separate rather than adding all cash received to nominal paid-up capital.
Prepare a class-wise source schedule: shares, face value, subscribed nominal amount and paid-up nominal amount. Then reconcile its totals to the memorandum, register, allotment and payment records. Investigate partly paid shares, recent allotments or redemptions and the date the publication represents. A template copied from an old company profile may be wrong even if it displays all three labels.
Prominence is a presentation requirement as well as an arithmetic check
The actual document should be inspected at normal reading size. A tiny companion amount or a distant inconspicuous placement can defeat the statutory standard even though the JSON or source file contains the words. Use consistent currency and units; avoid placing one figure in rupees, another in lakh and a third without a unit. If layout constraints make the three figures unreadable, redesign the capital block rather than shrinking the legally required companions.
Map each live template and responsible owner: letterhead, invoice or billhead, company profile, notices and advertisements. Decide whether a covered publication states authorised capital at all, then test the complete capital statement. Section 60 does not itself instruct every business letter to introduce authorised capital where none is stated. Other document-specific disclosure requirements remain separate.
Corrections and penalties need their own record
Subsection (2) specifies a ₹10,000 company penalty and ₹5,000 for every officer in default, for each default. Do not automatically count every PDF copy as an independently adjudicated default or name every employee as an officer in default. Preserve the actual facts and appropriate legal assessment. Retire stale templates, record replacement dates and check newly generated outputs. The illustrations quantify capital and review populations; they do not assess a real penalty.
Six worked illustrations
All facts and amounts below are fictional. Assumptions describe the model, not additional statutory rules.
Illustrative example 1: Capacity differs from subscribed capital
Authorised capital is 1,00,000 shares of ₹10 = ₹10,00,000. Subscribed shares are 60,000 of ₹10 = ₹6,00,000, all fully paid. The publication block uses ₹10,00,000 authorised, ₹6,00,000 subscribed and ₹6,00,000 paid-up.
Illustrative example 2: Partly paid shares change the third figure
Subscribed capital comprises 50,000 shares of ₹10, with ₹6 paid per share. Subscribed nominal amount is ₹5,00,000 and paid-up nominal amount ₹3,00,000. An unpaid ₹2,00,000 is not shown as paid-up.
Illustrative example 3: Premium is separate from nominal capital
An issue of 20,000 fully paid shares of ₹10 at ₹25 generates ₹5,00,000 cash: nominal capital ₹2,00,000 and premium ₹3,00,000. With no other shares, ₹5,00,000 is not the nominal paid-up figure.
Illustrative example 4: Normalise publication units
Authorised ₹20 lakh, subscribed ₹12 lakh and paid-up ₹9 lakh equal ₹20,00,000, ₹12,00,000 and ₹9,00,000. A display of 20, 12 and 9 without a common lakh label is an incomplete unit control.
Illustrative example 5: Reconcile the template population
Eight templates contain authorised capital. Five already display supported subscribed and paid-up figures with the required prominence; three need correction. The control exception count is three, not an adjudication that there are exactly three statutory defaults.
Illustrative example 6: A conditional penalty working
Assume the competent legal process establishes one default and two officers in default. The stated company component is ₹10,000 and officer components total ₹10,000, giving ₹20,000 overall. This assumption does not determine who is in default in an actual case.
Ten-step verification table
| Step | Action | Evidence |
|---|---|---|
| 1 | Identify covered publications | Inventory of notices, advertisements and business templates. |
| 2 | Locate authorised-capital statements | Rendered output and template source. |
| 3 | Verify authorised amount | Current memorandum and effective alterations. |
| 4 | Reconcile subscribed capital | Class-wise shares and face values. |
| 5 | Reconcile paid-up capital | Calls, receipts and share records. |
| 6 | Exclude non-nominal amounts | Securities premium and unrelated funding schedule. |
| 7 | Normalise units and date | Common currency, unit and effective-date record. |
| 8 | Inspect equal prominence | Actual-size visual review of the capital block. |
| 9 | Replace stale templates | Owner, revision date and retired-version record. |
| 10 | Verify new output | Fresh generated document and exception closure. |
Sixteen practitioner FAQs
1. Does section 60 always require a letter to state authorised capital?
It addresses the covered publication when that capital is stated; assess other disclosure duties separately.
2. Can authorised capital appear alone in a covered publication?
The companion subscribed and paid-up statements are required.
3. Is a footnote automatically sufficient?
Test equal prominence and conspicuous characters in the actual output.
4. Does an authorised increase prove shares were allotted?
No. Capacity and subscription are different records.
5. Are subscribed and paid-up amounts always equal?
No. Partly paid shares can produce different figures.
6. Is all issue cash nominal paid-up capital?
No. Separate premium and other amounts.
7. Should each class be reconciled first?
That helps support the publication totals and detect partly paid differences.
8. Can rupees and lakh be mixed without labels?
No. Use clear consistent units.
9. Can a historic profile be reused indefinitely?
Check current figures and the date represented before reuse.
10. Does inserting hidden text cure an unreadable capital block?
Do not rely on hidden data to satisfy a presentation duty.
11. Does this replace capital-alteration approvals?
No. Publication and transaction compliance are separate.
12. Should every staff member be named as in default?
No. The statutory officer-in-default assessment requires its own facts.
13. Does the template exception count assess the penalty?
No. Review findings and legal default determinations are different.
14. What company penalty does subsection (2) state?
₹10,000 for each established default under the provision.
15. What officer penalty does it state?
₹5,000 for each officer in default for each default, subject to the actual determination.
16. What closes a template correction?
Supported figures, compliant presentation and a fresh-output check after replacing the stale source.
Conclusion
When a covered company publication states authorised capital, section 60 also requires subscribed and paid-up capital in equally prominent and conspicuous form. Reconcile each amount and update templates without confusing capital capacity with money received.