Why You Should Never Enter Authorised Capital in AOC-4 Nominal Capital

If you’ve ever filled Form AOC-4, there’s a very high chance you got stuck at Part IV – Share capital raised during the reporting period.

And yeah, that’s normal.
This table looks simple. But it isn’t. Mostly because of just one word that throws everyone off:
“Nominal Capital.”
If you quickly Google it, you’ll see:
Nominal capital = authorised capital
So naturally, people assume -- okay, authorised capital goes here. Logical, right?
But in AOC-4, that logic quietly breaks. And that’s where mistakes start.

What the government is actually asking here (not what it looks like)

Scenario 1: The most common setup (almost every company)

Let’s take a very normal case.

Company details

• Authorised capital: ₹10,00,000
  (1,00,000 equity shares of ₹10 each)
• Issued, subscribed & paid-up capital: ₹8,00,000
  (80,000 equity shares of ₹10 each)

Now here’s where people slip.

What many people enter

• Number of shares: 1,00,000
• Nominal capital: ₹10,00,000
• Paid-up capital: ₹8,00,000

Looks neat. But it’s wrong.

What should actually be entered

• Number of shares: 80,000
• Nominal capital: ₹8,00,000
• Paid-up capital: ₹8,00,000

Why?

Because only 80,000 shares exist in reality.
The remaining 20,000 are just permission. Nothing more.

Authorised capital is like… potential.
AOC-4 wants facts.

Scenario 2: Shares issued, but not fully paid (this confuses people badly)

This one creates even more doubts.

Let’s say:

• 80,000 equity shares issued
• Face value: ₹10 each
• But shareholders paid only ₹8 per share

So technically:

• Nominal value = 80,000 × 10 = ₹8,00,000
• Paid-up capital = 80,000 × 8 = ₹6,40,000

Correct AOC-4 entry

• Number of shares: 80,000
• Nominal capital: ₹8,00,000
• Paid-up capital: ₹6,40,000

And just to be very clear --
₹10,00,000 still does NOT appear anywhere here.

Even though it’s your authorised capital.

Scenario 3: Nothing changed during the year

No new shares.
No calls.
No forfeiture.
Nothing exciting.

Still -- you cannot leave this blank.

You must show:

• Opening number of shares
• Opening nominal capital
• Opening paid-up capital

People often think, “Nothing happened, so zero everywhere.”
That’s wrong.

One simple line to remember (seriously, just this)

In AOC-4, nominal capital means face value of issued shares - not authorised capital.

That’s it.
Remember this and half your confusion disappears.

Why this mistake actually matters

This isn’t just theory.

Wrong numbers here can lead to:

• Resubmission by ROC
• Unnecessary clarification emails
• Issues during due diligence
• Questions during funding or compliance review

And the annoying part?
The mistake feels correct when you make it.

FAQs – Clearing the Nominal Capital Confusion in AOC-4

1. Is nominal capital in AOC-4 the same thing as authorised capital?
No. This is where almost everyone goes wrong. In AOC-4, nominal capital is about the shares that are actually issued, not the big authorised limit written in the MOA. That Google definition doesn’t really help here.

2. My authorised capital is ₹10 lakh, but issued capital is only ₹8 lakh. What number goes in the form?

Put ₹8 lakh. AOC-4 only wants what exists on ground. The unused authorised portion is just a ceiling, nothing more. It feels odd the first time, but yeah, that’s how it works.

3. What if shares are issued at ₹10 but shareholders paid only ₹8 per share?

Nominal capital is still calculated on ₹10 face value, while paid-up capital is based on ₹8 actually received.

4. Nothing changed during the year. Can I just leave this section empty?

Nope. Even if nothing happened - no new shares, no calls, nothing - you still have to show the existing share capital. Zero is for increase or decrease, not for the whole section.

5. Is it really a big deal if I accidentally enter authorised capital here?

It can become one. Sometimes it leads to resubmission, sometimes questions later during scrutiny or due diligence. It’s one of those small mistakes that looks harmless… until it isn’t.