The authorized capital is increased by a Decision of the general meeting, by issuing new shares or increasing the nominal value of the issued shares. The authorized capital shall be deemed increased only upon the registration of the Articles of association of the company in the register of legal persons.
The newly issued shares may be paid in cash and contributions in kind.
The authorized capital can be increased from the company’s funds, i.e. from retained earnings, share bonuses and reserves (except for the acquisition of own shares and mandatory reserves). The authorized capital is increased from the company’s funds by issuing new shares, which are issued free of charge to shareholders, or by increasing the nominal values of previously issued shares. If losses are recorded in the company’s balance sheet, the authorized capital can be increased only from the revaluation reserve.
The increase of the authorized capital of JSC documents require the following information:
- the name, code, address of the enterprise;
- data of shareholders or persons (non-shareholders) signing shares (name, surname, social security number, residential address). If the shareholder is a legal person – the name of the company, code, address of the registered office, name, surname of the director or the person representing the company, personal code, address of the place of residence are required;
- information on the composition of shareholders/distribution of shares;
- the size of the company’s authorized capital;
- nominal value of the share;
- the amount by which the company’s authorized capital will be increased;
- quantity, sale price and distribution of issued shares;
- the sums of monetary contributions of each of the shareholders, increasing the authorized capital.
The increase of the authorized capital of company to perform the procedure requires the following documentation:
- JSC registration certificate/statement;
- Articles of Association (original);
- document confirming the personal identity of the director of company.
if the authorized capital of UAB is increased by additional monetary contributions:
a document confirming that the contributions for newly issued shares have been paid: a certificate issued by the bank confirming that the money (payment for shares) has been transferred to the UAB account or cash receipts orders, if the payment was made through the cash register;
if the authorized capital of the UAB is increased by mutual netting, capitalizing the shareholder’s loan to the company:
a loan Agreement (the original);
if the authorized capital of UAB is increased by additional non-monetary contributions (i.e. assets):
a property valuation report is required;
a document from the Real Estate Register confirming the transfer of non-monetary contributions to UAB;
act of transfer – acceptance (we prepare the draft of the act);
if the authorized capital of UAB is increased from the company’s funds:
UAB financial reporting is required (if the decision of the general meeting of shareholders to increase the authorized capital is taken no later than 6 months after the end of the financial year) or interim financial reporting (if the decision to increase the authorized capital is taken 6 months after the end of the financial year);
information from which company funds are used to increase the authorized capital (retained earnings/share additions/reserves).
We will do the following:
- we will advise on issues of increasing the authorized capital;
- we will prepare the minutes of the shareholders’ meeting/sole shareholder’s decision, we will ensure proper publication of information about the convened general meeting of shareholders;
- we will prepare a new version of the founding document (Articles of Association), share subscription agreement and other legal documents that meet the requirements set by legal acts;
- we will ensure proper publication of information about the increase of the authorized capital;
- we will fill in the forms submitted to the Register of Legal Entities (JAR forms);
- we will represent you at the notary’s office and/or the Register of Legal Entities.
The price of the increase of the authorized capital is from 400 EUR.