MCA Form Guide
SH-11 — Reduction of Share Capital
Quick answer: Filed after the NCLT approves a reduction of share capital under Section 66. Certifies the details of the capital reduction and the NCLT order. Within 30 days of NCLT order. ₹100/day for late filing.
Quick answer
Capital filings tend to follow share issuances, changes in structure, or the company’s first post-incorporation steps. They matter because cap table accuracy affects everything else downstream. Companies that have received NCLT approval for reduction of share capital — used for returning surplus capital to shareholders, writing off accumulated losses, or simplifying capital structure. For most founders, the fastest way to stay compliant is to map the filing trigger, gather the documents once, and then submit with the correct digital sign-off.
Who must file
Companies that have received NCLT approval for reduction of share capital — used for returning surplus capital to shareholders, writing off accumulated losses, or simplifying capital structure.
When to file
Within 30 days of NCLT order.
Penalty note
₹100/day for late filing.
Filing portal
MCA portal at the official government filing system.
Evidence checklist
Shareholder approvals, allotment evidence, and capital structure records are usually needed before you file.
How to file
- 1
Confirm whether SH-11 is the correct filing for the event you are handling and that it matches the capital filing trigger.
- 2
Collect the supporting records that match SH-11: Shareholder approvals, allotment evidence, and capital structure records are usually needed before you file.
- 3
Prepare the form in the MCA portal, validate the entries against the company records, and make any final corrections before signing.
- 4
Upload the signed form, pay the applicable fee, and save the SRN and acknowledgement for audit tracking.
- 5
Store the filing evidence with your statutory records so the next cycle is faster and easier to review.
What this form is used for
Filed after the NCLT approves a reduction of share capital under Section 66. Certifies the details of the capital reduction and the NCLT order. Capital filings tend to follow share issuances, changes in structure, or the company’s first post-incorporation steps. They matter because cap table accuracy affects everything else downstream. The purpose is usually either annual disclosure, a one-off event filing, or a statutory update tied to corporate records or regulatory reporting.
FAQ and compliance context
Who usually files SH-11?
Companies that have received NCLT approval for reduction of share capital — used for returning surplus capital to shareholders, writing off accumulated losses, or simplifying capital structure.
What is the deadline for SH-11?
Within 30 days of NCLT order.
What happens if SH-11 is filed late?
₹100/day for late filing.
Can the filing be tracked after submission?
Yes. Keep the SRN, acknowledgement, and final uploaded PDF in your records for audit and ROC follow-up.
Is SH-11 a one-time or recurring filing?
This is a one-time filing tied to a specific corporate event. Once the event has occurred and the form is filed, it does not need to be refiled each year.
Which law or rule requires SH-11?
Section 66, Companies Act 2013
Why this one matters
Open this guide whenever the shareholding stack changes, because fixing capital records later is slower and more expensive.
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