What filing is needed when shares are allotted?

CA Vijay R Singh, FCA
Chartered Accountant · ICAI M.No. 153926 · FRN 136869W

Short answerWhen a company allots shares, it must file the return of allotment in Form PAS-3 with the ROC, generally within 30 days — with the list of allottees and the valuation report. It also issues share certificates within two months and updates its register of members. A foreign investor adds an FC-GPR filing.

PAS-3 is the key filing

Any allotment of shares — a fresh issue, a funding round, a rights issue — triggers a return of allotment in Form PAS-3, filed with the ROC within 30 days. It carries the list of allottees and, where required, the valuation report. If a special resolution authorised the issue, an MGT-14 is filed too.

Certificates and registers

Alongside the ROC filing, the company must issue share certificates within two months, pay stamp duty on them, and update the register of members and the cap table. For a non-resident investor, an FC-GPR with the RBI is also due within 30 days. Confirm the current timelines.

A worked example

Example: a company allots shares to an angel on 1 June — it files PAS-3 by 30 June, issues the share certificate by end-July, pays stamp duty, and updates its register. For a foreign angel it also files FC-GPR by 30 June. The full post-raise checklist covers the rest. Missing PAS-3 leaves the allotment unrecorded. Our team can handle the allotment filings.

Compliance

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This answer is general information for businesses, not professional advice. Tax rates, thresholds and forms change with each Finance Act — please confirm the current position for your own facts, or speak to us, before acting.