Increasing paid-up capital.

Only by issuing shares and allotting them. There are four routes:

1. Rights issue — to existing shareholders in proportion to their holding
2. Private placement or preferential allotment — to identified persons, with a valuation report and a special resolution
3. Bonus issue — capitalising free reserves, securities premium or the capital redemption reserve
4. ESOP allotment — on exercise of options under an approved scheme

Each has its own resolution, its own documents and its own filing deadline. Transferring money into the company's account is none of these — until shares are allotted against it, the money is a liability, not capital.

Only if there is not enough headroom. Issued capital can never exceed authorized capital, so the test is whether the proposed allotment fits under the existing ceiling.

Where it does not, the authorized capital has to be raised first — a members' resolution and Form SH-7. It is usually planned into the same general meeting as the allotment approval, so members deal with both at one sitting instead of meeting twice.

Fifteen days from the date of allotment where the shares were issued by private placement, and thirty days in the ordinary case, including a rights issue and a bonus issue.

The return is filed with the complete list of allottees. Until it is filed, the company is not permitted to use the money raised through the placement. Late filing attracts penalty on the company and on every officer in default, and the amount grows with the delay.

Not safely, and this is the most common defect we see. In a private placement the offer letter must reach the identified person before that person pays, the money must come through banking channels from that person's own account into a separate bank account opened for the issue, and it cannot be used for anything until allotment is made.

Money received first and documented afterwards risks being treated as a deposit rather than share application money, which brings a different regime entirely. Where money has already moved, say so at the outset — the options narrow but they are better than pretending the sequence was correct.

For a preferential allotment or private placement, yes — a report from a registered valuer, and the price has to be supportable on the date of issue rather than on a date months earlier.

For a rights issue to existing shareholders in proportion to their holdings, no registered valuer report is required under the Companies Act, because nobody's proportionate position changes. Income-tax consequences can still arise where shares are issued above or below fair value, so the pricing is worth testing even where the Act does not compel a report. Where a non-resident subscribes, the FEMA pricing guidelines apply on top and set a floor.

Money received under a private placement has to result in an allotment within sixty days. If it does not, the company must repay it within fifteen days of the expiry of that period. Beyond that, interest runs on the amount held.

There is no mechanism to simply allot late and treat the delay as procedural. Where the sixty days are approaching and the allotment is not ready, the correct action is to repay and start again cleanly — unattractive, but far cheaper than the alternative.

Within two months of allotment. Certificates are signed as the rules require, entered in the register of members, and stamped — stamp duty on share certificates is a state charge, payable under the Goa Stamp Act for a company registered here.

Where the company is required to hold securities in dematerialised form, certificates are not issued at all; the shares are credited to the allottee's demat account instead, which requires the ISIN and depository arrangements to be in place before the allotment.

The allotment is foreign direct investment and two additional layers apply. The sector has to permit the investment on the terms proposed, the price cannot be below the floor set by the FEMA pricing guidelines, and the allotment has to be reported through the FIRMS portal within thirty days.

Late reporting attracts a late submission fee that increases with the delay, and the obligation sits on the Indian company rather than on the investor. Where an overseas subscriber is involved, this is planned at the start of the round, not at the end.

Yes, but the conditions are stricter than most people expect. Conversion of a loan into equity is permitted where the terms of conversion were approved by a special resolution before the loan was accepted.

Where money was taken as a plain unsecured loan with no such approval, it cannot be converted simply by passing a resolution now. The practical answer is usually a repayment followed by a properly structured fresh subscription, or a rights issue, depending on the numbers — and the choice is worth taking advice on before anything is minuted.

A rights issue runs roughly twenty-five to thirty-five days, most of it the mandatory offer period. A private placement runs thirty to forty-five days from instruction, driven by the valuation and the general meeting notice.

Where the authorized capital also has to be increased, add the notice period for that resolution unless it is combined into the same meeting. A closing date fixed in a term sheet should be worked backwards from at least six weeks out.