Authorized Shares Stock

Regardless of your launch capital, 10 million authorized shares is generally the sweet spot for a new startup. But just because 10 million shares have been authorized doesn't mean that all or even most of them should be immediately allocated or issued to founders, or dumped in the employee stock option pool.

Sometimes, however, only some shareholders can vote. In some states, officers or directors may change the articles of incorporation even if only these voting shareholders have concluded that they want to make changes. In other states, the shareholders may not even need to approve the change.

The share capital of a company can be increased by just a single penny or millions of pounds. To increase the share capital in a UK company you have to file form SH01 at Companies House.

Every private company must have at least 1 shareholder and there may be several (but not more than 50) shareholders. You will need the complete residential address of each shareholder.

The members of the company anytime during the tenure of the company may increase or decrease the capital of the company. The company can increase its paid-up capital by issuing shares either to an existing shareholder or to any other person whether it is a public limited company or it is a private limited company.

Certificate of Increase of Capital Stock signed by majority of the directors and certified by Chairman and Corporate Secretary of the stockholders meeting. Treasurer's Affidavit certifying the increase of capital stock, the amount subscribed and the amount received as payment thereto.

How many shares should be authorized in the certificate of incorporation? I usually advise companies to authorize around 10 to 15 million shares of common stock. Around 8 or 9 million shares are issued to founders with a 1 million to 2 million share option pool, for a fully-diluted base of around 10 million shares.

The number of shares represents the authorized shares. The number of authorized shares can be increased by the shareholders of the company at annual shareholder meetings, provided a majority of the current shareholders vote for the change.

However, a company commonly has the right to increase the amount of stock it's authorized to issue through approval by its board of directors. Also, along with the right to issue more shares for sale, a company has the right to buy back existing shares from stockholders.