Authorized shares
In accounting, authorized shares means the number of shares a corporation's certificate of incorporation permits it to issue — the ceiling, not what anyone holds. Issued shares are those actually sold or granted; the authorized shares method of the Delaware franchise tax counts the ceiling.
Authority: Delaware Division of Corporations — franchise tax (opens in a new tab). Sources
The lessons that teach this
From the free founder back-office course, taught on one company's books, with exercises to work it yourself.
- Founder stock, vesting and the 83(b) electionAuthorized versus issued shares, par value, a restricted stock purchase at $0.0075, four-year vesting with a one-year cliff, and the 83(b) election — on Northwind's founders.10 min
- The term sheet explained › Protective provisionsThe actions the company cannot take without the preferred's consent, from the NVCA model charter.3 min
For founders
The same idea written for a founder: what it costs a startup that ignores it, and what to do in a real month.
- First-year compliance calendar for a Delaware C-corpDelaware franchise tax, 1099s, the federal return, payroll filings, state annual reports and sales tax: the deadlines a young C-corp misses most, by month.
- Startup tax deadlines by month for a C-corpFederal tax deadlines for a calendar-year C-corp, month by month: W-2s, 1099s, Form 941, Form 1120, estimated taxes and Delaware franchise tax.
What it is not called
Each of these means something else. Use one here and an accountant reading the product notices.
- issued shares
- outstanding shares
- fully diluted
Also in Entity & compliance
Defined in Lexicon. This page is generated from that document, so the two can't disagree.