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Issued capital

Also written Issued share capital

The part of a company's authorised capital that has actually been issued to investors — promoters, the public or specified investors — counted at face value, whatever price the shares were sold at.

In plain language

A company's Memorandum of Association fixes the most share capital it may ever have. That ceiling is the authorised capital. The company does not have to use all of it at once, and usually does not.

Whenever it needs money, it issues a slice of that ceiling — to its promoters when it starts, to the public in an IPO, to a strategic investor in a preferential allotment, to existing shareholders in a rights issue. The total of all the slices issued so far is the issued capital.

Two things about it are easy to forget. It is counted at face value, so a share sold at Rs 50 adds only its Rs 10 face value to issued capital. And it says nothing about whether the money has all come in — that is what paid-up capital measures.

How it works

The workbook sets the three capital figures inside one another and asks candidates to remember the order:

Paid-up capital  ≤  Issued capital  ≤  Authorised capital

Issued capital may be issued at face value, at a premium (above face value), or in special cases at a discount. The number of shares issued is the company's outstanding shares — in the workbook's example, Rs 10 crore of issued capital in Rs 10 shares is 1 crore outstanding shares.

What moves it:

EventEffect on issued capital
IPO or FPO by fresh issueRises — new shares are allotted
Offer for saleNo change — existing shares change hands; proceeds go to the sellers
Bonus issueRises — more shares outstanding, no money received
Rights issue / preferential allotment / conversion of FCDs or warrantsRises
Buy-backFalls — bought-back shares are extinguished
Forfeiture of partly paid sharesFalls — a reduction that needs a special resolution
Split / consolidationShare count changes, rupee total does not

Issued capital is also a reconciliation item. The depositories' Distinctive Number database records, for each listed company, the issued capital, the DN ranges, and how much is held in physical and in demat form — so that issued capital, listed capital and demat capital can be tied out.

The formula

Issued capital     = Number of shares issued × Face value
Outstanding shares = Issued capital ÷ Face value
Share premium      = Number of shares issued × (Issue price − Face value)

A worked example

Illustrative figures. A company has authorised capital of Rs 50 crore and 3 crore shares of Rs 10 in issue.

Issued capital before the IPO = 3 crore × Rs 10 = Rs 30 crore

The IPO. It issues 1 crore fresh shares at Rs 180 and, in the same offer, a promoter sells 50 lakh existing shares.

Fresh issue adds to issued capital  = 1 crore × Rs 10       = Rs 10 crore
Fresh issue adds to share premium   = 1 crore × Rs 170      = Rs 170 crore
Offer for sale adds to issued capital                        = Rs 0
Issued capital after the IPO        = 4 crore shares × Rs 10 = Rs 40 crore

The company received Rs 180 crore. The promoter received the OFS money. Issued capital records only Rs 10 crore of all that.

Three years later, a buy-back of 20 lakh shares:

Shares outstanding = 4 crore − 20 lakh = 3.8 crore
Issued capital     = 3.8 crore × Rs 10 = Rs 38 crore

Throughout, issued capital stays under the Rs 50 crore authorised ceiling — the headroom that any later bonus or rights issue will need.

Why NISM asks about it

Chapter 2.4 (Equity Terminology) defines issued capital alongside authorised, paid-up and outstanding shares and works the Rs 20 crore / Rs 10 crore example; the inequality is flagged there as something to remember. Chapter 7.4 supplies the fresh-issue-versus-offer-for-sale contrast, Chapter 2.6 the ways share capital is reduced, and Chapter 12.6.1 the DN database. Expect a fact pattern asking for one of the three capital figures, or a statement to mark true or false about which events change the share capital.

Common exam traps

  • Issued capital is counted at face value. The premium goes to the share premium account, never into issued capital.
  • An offer for sale does not change issued capital. The workbook is explicit: the list of shareholders changes, the amount of share capital does not.
  • Issued is not paid-up. When shares are issued partly paid, issued capital is the full face value; paid-up capital is only what has been collected.
  • Issued capital can never exceed authorised capital. A question implying otherwise is testing whether you remember the inequality.
  • A bonus issue raises issued capital without any money coming in; a buy-back lowers it because the shares are extinguished.
  • A split changes the number of shares, not the rupee amount of issued capital — 100 shares of Rs 10 become 200 of Rs 5.

Where this is taught

Free preparation for NISM Series II-A

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