Zeta Manufacturing Limited, a public company, expanded its operations during the financial year 2025–26 by issuing additional equity shares. The…

CA Intermediate · Auditing and Ethics · MTP · September 2026
Zeta Manufacturing Limited, a public company, expanded its operations during the financial year 2025–26 by issuing additional equity shares. The company increased its authorised share capital by passing the necessary resolutions and subsequently made a fresh issue of equity shares to the public. A few equity shares were also allotted to promoters in consideration of technical services rendered. The company has filed various forms with the Ministry of Corporate Affairs (MCA) and complied with the applicable regulatory requirements. While planning the audit, the engagement partner instructed the audit team to verify whether the changes in the company's share capital were duly authorised, correctly recorded, and in compliance with the provisions of the Companies Act, 2013, applicable SEBI regulations and other statutory requirements. As the statutory auditor of Zeta Manufacturing Limited, explain the audit procedures generally required to be undertaken while auditing share capital to obtain sufficient appropriate audit evidence regarding the existence, completeness and valuation (including accuracy) of share capital and other equity balances. Also explain how these procedures help ensure that changes in the capital structure are duly authorised, correctly recorded and comply with the applicable provisions of the Companies Act, 2013 and other regulatory requirements.

Suggested Answer and Working Notes:

The following audit procedures enable the auditor to obtain sufficient appropriate audit evidence regarding the existence, completeness and valuation (including accuracy) of share capital and other equity balances. These procedures also help ensure that changes in the capital structure are duly authorised, correctly recorded and comply with the applicable provisions of the Companies Act, 2013 and other regulatory requirements: Tally the period-end share capital balance- authorised, issued and paid up, to the previous year audited financial statements. In case there in no change during the year, obtain a written confirmation/ representation from the Company Secretary that there were no changes to entity's capital structure during the year. In case there is any change, verify whether the paid up capital as at the period end is within the limits of authorized capital. Authorized capital should be verified by examining MOA. Obtain the certified copies of relevant resolutions passed authorising the increase/ decrease in share capital. In case of Fresh issue made in the current year, check with compliance of the Companies Act 2013 with regard to: Return of Allotment, Minimum Subscription, minimum application money to be collected, maintenance of separate Bank account, payment of underwriting commission as per Sec 40 etc. No shares have been issued at Discount (Sec. 53 of the Companies Act, 2013) Check if Shares are issued for cash or for Consideration other than cash. Example- To promoters for their services,Underwriters for commission payable to them etc. Compliance with SEBI regulations and Guidelines. Also, obtain and verify copies of forms filed with Ministry of Corporate Affairs (MCA) and with Reserve Bank of India and verify the number of securities issued along with the issue price. In case there was increase in share capital, verify whether the Company has accurately calculated the required fee and stamp duty payable to MCA. The above audit procedures collectively enable the auditor to obtain sufficient appropriate audit evidence regarding the existence, completeness and valuation (including accuracy) of share capital and other equity balances. They also help ensure that changes in the capital structure are duly authorised, correctly recorded and comply with the applicable provisions of the Companies Act, 2013 and other regulatory requirements.

Topics: Audit of Items of Financial Statements

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