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The number of authorized shares can be changed by way of a vote from shareholders, typically during the annual shareholder meeting.
These purposes may include: conversion of debt to equity, raising capital, providing equity incentives to employees, officers or directors, establishing strategic relationships with other companies, and expanding the Company's business or product lines through the acquisition of other businesses or products.
A corporation may be authorized to issue more than one class of stock. For example, a class of common stock might have enhanced voting rights. This stock may be more expensive than regular shares.
In California, a corporation must authorize at least one share but may authorize any number.
Issuing of extra shares will require a resolution to be passed by a general meeting of the company shareholders. The only way of avoiding diluting the company further by issuing shares to new investors is by existing shareholders taking up the extra shares on top of their own.
Authorized shares are those a company's founders or board of directors (B of D) have approved in their corporate filing paperwork. Issued shares are those that the owners have decided to sell in exchange for cash, which may be less than the number of shares actually authorized.
It is held with the company. The company decides how many shares it would like to give to particular stakeholders such as employees, shareholders, contractors, investors, etc.
A company that issues all of its authorized stock will have its outstanding shares equal to authorized shares. Outstanding shares can never exceed the authorized number, since the authorized shares total is the maximum number of shares that a company can issue.