Parth Shah
on
Parth Shah
Register Valuer | CA | CPA | 15+ Years of Experiance
Parth Shah is the Founder and Team Leader of the company, bringing extensive expertise in business valuation and financial advisory.
Introduction
The PAS-3 registered valuer details section is the part of the return of allotment where most filings get stuck. Form PAS-3 now requires companies to disclose the valuer’s name, IBBI registration number, UDIN, valuation method, valuation amount and report date, and every one of these fields must reconcile exactly with the signed valuation report attached to the form.
Get one digit wrong in the IBBI registration number or leave the UDIN blank when ICAI has issued one, and the Registrar of Companies can mark the form for resubmission. That resubmission cycle eats into your 15-day or 30-day filing window, and once you cross the deadline, penalties under Section 39(5) or Section 42(9) of the Companies Act, 2013 begin accruing at ₹1,000 per day.
This guide walks through every valuation field in Form PAS-3, explains what the ROC actually expects in each, covers the MCA V3 filing process as it stands in 2026, and sets out the deadlines, fees and penalties that apply. My Valuation prepares valuation reports specifically formatted so that every PAS-3 field can be copied straight across.
Key Takeaways
- PAS-3 registered valuer details include the valuer’s name, IBBI registration number, email, mobile, professional body membership, PAN, UDIN, valuation method, valuation amount and report date.
- Form PAS-3 is filed under Section 39(4) and Section 42(8) of the Companies Act, 2013 read with Rules 12 and 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014.
- A private placement allotment under Section 42 must be reported in PAS-3 within 15 days of allotment, while a public issue allotment under Section 39(4) has 30 days.
- A company cannot utilize money raised through private placement until Form PAS-3 has been filed with the Registrar of Companies.
- A registered valuer’s report is mandatory whenever securities are allotted for consideration other than cash, and the valuation fields in PAS-3 must match that report exactly.
- Late filing of PAS-3 attracts ₹1,000 per day of continuing default, capped at ₹1,00,000 under Section 39(5) and at ₹25,00,000 under Section 42(9).
- All PAS-3 filings now happen on the MCA V3 portal, as the V2 portal was permanently discontinued on 18 June 2025.
- Only a valuer registered with IBBI under Section 247 of the Companies Act, 2013 can sign the valuation report referenced in Form PAS-3.
Filing an Allotment and Unsure Which Valuation Figure Goes into PAS-3?
My Valuation delivers IBBI-compliant valuation reports with a ready-to-file PAS-3 data sheet, helping you complete your filing accurately and confidently.
Request a Free ConsultationWhat Is Form PAS-3 and Why Does It Require Valuer Details?
Form PAS-3 is the return of allotment that a company files with the Registrar of Companies after issuing shares or securities. It records who received the securities, on what date, at what price and against what consideration.
The form is mandated by Section 39(4) and Section 42(8) of the Companies Act, 2013, read with Rules 12 and 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014.
The valuer fields exist because pricing is where allotments go wrong. When a company issues shares at a premium, or for consideration other than cash, the Registrar needs to see that an independent, registered professional certified the price. Capturing the valuer’s IBBI number and UDIN inside the form itself lets the ROC verify the valuation without opening the attachment.
When Is a Valuation Report Compulsory for PAS-3?
A registered valuer’s report is compulsory in the following allotment scenarios:
- Preferential allotment under Section 62(1)(c), where the price must be determined by a registered valuer
- Private placement under Section 42, where shares are offered to identified persons
- Any allotment for consideration other than cash, including shares issued against assets, IP or services
- Sweat equity issuance under Section 54, where the value of the know-how or IP must be certified
- Share swaps in a merger or amalgamation under Sections 230 to 232
Bonus shares are the notable exception. Bonus issues are capitalized out of free reserves rather than issued against fresh consideration, so no valuation report is needed, though PAS-3 itself is still mandatory.
What Are the PAS-3 Registered Valuer Details to Enter?
The valuation block in Form PAS-3 contains thirteen fields. Fields marked with an asterisk are mandatory and the form will not validate without them.
(a) Name of Firm or Individual Undertaking Valuation
Enter the exact name as it appears on the IBBI register, not the trading name or brand name. If the valuation was signed by an individual registered valuer practicing under a firm, the individual’s registered name is what belongs here.
(b) Registration Number Issued by IBBI
This is the registration number allotted by the Insolvency and Bankruptcy Board of India under the Companies (Registered Valuers and Valuation) Rules, 2017. The format runs as IBBI/RV/XX/YYYY/NNNNN.
CA Parth Shah of My Valuation, for instance, holds registration number IBBI/RV/06/2020/13086 for the Securities or Financial Assets asset class. Copy this digit for digit from the report; a transposed character is one of the most common causes of PAS-3 resubmission.
(c) Email ID
The valuer’s professional email address. The ROC uses this for any clarification correspondence, so a monitored inbox matters here.
(d) Mobile Number
A ten-digit Indian mobile number for the valuer. Do not prefix the country code.
(e) Is the Valuer a Member of a Professional Body (ICAI, ICSI or ICWAI)?
Select Yes or No. Most registered valuers in the Securities or Financial Assets class are members of ICAI (Institute of Chartered Accountants of India). Others may belong to ICSI (Institute of Company Secretaries of India) or ICWAI, now the Institute of Cost Accountants of India.
(f) Membership Number of the Valuer
Enter the membership number issued by the professional body selected in field (e). This field opens only if you answered Yes above.
(g) Permanent Account Number (PAN)
The ten-character alphanumeric PAN of the valuer or the valuation firm, issued by the Income Tax Department. Match it to whichever entity is named in field (a).
(h) Has ICAI Issued a UDIN Against the Valuation Report?
Select Yes, No or NA. UDIN stands for Unique Document Identification Number. ICAI has mandated UDIN generation for all certificates and reports signed by practising Chartered Accountants, so a valuation report signed by a CA should carry one. Select NA only where the valuer is not an ICAI member.
(i) UDIN of the Valuation Report
Enter the eighteen-character UDIN printed on the valuation report. This is the field the ROC most often uses to cross-verify authenticity, because the number can be checked independently on the ICAI UDIN portal.
(j) Method of Valuation
State the primary methodology applied. Common entries include Discounted Cash Flow Method, Net Asset Value Method, Comparable Companies Multiple Method, Option Pricing Method or Probability Weighted Expected Return Method.
Where the report applies more than one approach and derives a weighted conclusion, name the dominant method and use field (m) to describe the weighting.
(k) Valuation Amount
Enter the value concluded in the report. Be precise about what the figure represents. If your report concludes a fair value per share, do not enter the total enterprise value here, and vice versa. A mismatch between this field and the per-share price recorded in the allotment section is an immediate red flag for the ROC.
(l) Date of Issue of the Report
Enter in DD/MM/YYYY format. This date must fall before the date of allotment. A valuation report dated after the allotment invites the inference that the price was set first and justified later.
(m) Other Brief Details of Valuation
An optional free-text field. Use it to record the valuation date if it differs from the report date, the weighting applied across methods, the purpose of valuation, or any material assumption the ROC would find useful.
PAS-3 Valuation Fields at a Glance
The table below summarizes each valuation field, what it demands and where the error risk sits.
| Field | What to Enter | Mandatory? | Common Filing Error |
| Name of valuer or firm | Name exactly as on IBBI register | Yes | Using the brand or trading name |
| IBBI registration number | Format IBBI/RV/XX/YYYY/NNNNN | Yes | Transposed digits from manual typing |
| Email ID | Valuer’s professional email | Yes | Using the company’s email instead |
| Mobile number | Ten digits, no country code | Yes | Including +91 prefix |
| Professional body membership | ICAI, ICSI or ICWAI, Yes or No | Yes | Selecting Yes without a membership number |
| Membership number | Number from the selected body | Conditional | Entering the IBBI number here by mistake |
| PAN | Ten-character PAN of valuer or firm | No | PAN of a different entity than field (a) |
| UDIN issued by ICAI | Yes, No or NA | Yes | Selecting NA for an ICAI member |
| UDIN of report | Eighteen-character number from the report | Conditional | Omitting it when Yes was selected |
| Method of valuation | DCF, NAV, CCM, OPM, PWERM | Yes | Vague entries such as “market approach” |
| Valuation amount | Figure concluded in the report | Yes | Confusing per-share value with total value |
| Date of report | DD/MM/YYYY, before allotment date | Yes | Report dated after the allotment |
| Other details | Weighting, valuation date, purpose | No | Left blank where multiple methods were used |
Eleven of these thirteen fields are drawn directly from the valuation report. If your valuer supplies a report without a clearly labelled PAS-3 data block, your company secretary is reverse-engineering the form from a fifty-page PDF under a fifteen-day clock.
A Worked Example: How the Fields Reconcile
Consider a Bengaluru SaaS company, Arclight Technologies Private Limited, raising a Series A round through preferential allotment under Section 62(1)(c).
The transaction:
- Pre-money valuation concluded: ₹120 crore
- Fully diluted shares outstanding pre-round: 60,00,000
- Fair value per share concluded in the report: ₹200
- Fresh shares allotted to the investor: 15,00,000
- Investment received: ₹30 crore
- Valuation report dated: 12 May 2026
- Board allotment resolution passed: 20 May 2026
What goes into PAS-3:
| PAS-3 Field | Entry |
| Method of valuation | Discounted Cash Flow Method |
| Valuation amount | ₹200 per equity share |
| Date of report | 12/05/2026 |
| Other details | Valuation date 31/03/2026; DCF weighted 70%, CCM weighted 30% |
The allotment section separately records 15,00,000 equity shares at ₹200 each, comprising face value ₹10 and securities premium ₹190. Because the issue price of ₹200 matches the valuation amount of ₹200, the form reconciles cleanly.
Had Arclight allotted at ₹180 per share while the report concluded ₹200, the ROC would question whether the shares were issued below fair value, which raises exposure under Rule 11UA of the Income Tax Rules, 1962 and, if any investor is non-resident, under the FEMA Non-debt Instruments Rules, 2019.
The company must also file PAS-3 within 15 days of 20 May 2026, meaning by 4 June 2026.
Not Sure Whether Your Valuation Report Gives Your CS Everything PAS-3 Asks For?
My Valuation’s business valuation services in India are delivered with a filing-ready summary sheet mapped to each PAS-3 field, helping streamline your compliance process.
Explore Business Valuation ServicesHow Do You File Form PAS-3 on the MCA V3 Portal in 2026?
All PAS-3 filings now run through the MCA V3 portal. The legacy V2 portal was permanently discontinued on 18 June 2025, so any guidance describing a downloadable form filled offline is out of date.
Filing on V3 follows these steps:
- Log in as a Registered Business User at mca.gov.in. Filing PAS-3 requires a business user account, not a basic registered user account.
- Navigate to the form and enter the CIN. V3 pre-fills the company name, registered office address and existing capital structure from the ROC database.
- Enter allotment particulars, including the allotment date, security class, number of securities, issue price, face value, premium and whether consideration is in cash or otherwise.
- Complete the valuation block using the thirteen fields covered above. V3 validates format in real time, so an IBBI number in the wrong format flags immediately rather than at ROC review.
- Update the post-allotment capital and debt structure. These must tie back to the allotment particulars.
- Attach supporting documents, covering the list of allottees, resolutions and the valuation report.
- Affix the digital signature. A Class 3 DSC is required, registered on the portal and linked to the signatory’s DIN or membership number. The name on the DSC must match the MCA record exactly.
- Pay the fee and submit. Record the SRN generated on submission; you will need it for tracking and for any future correspondence.
Which Attachments Must Accompany Form PAS-3?
The following attachments are required, depending on the nature of the allotment:
- A complete list of allottees with name, address, PAN, email ID, occupation and number of securities allotted, certified as true and complete by the signatory
- A certified copy of the Board resolution and, where applicable, the shareholders’ special resolution authorizing the allotment
- The valuation report from the IBBI registered valuer, mandatory for any allotment for consideration other than cash and for preferential allotments
- A duly stamped copy of the contract, where securities are issued for consideration other than cash
- The record of private placement offers and acceptances in Form PAS-5, where the allotment follows a private placement
- A copy of the special resolution approving the bonus issue, in the case of bonus shares
What Are the Due Dates for Filing PAS-3?
The deadline depends on the route by which the securities were allotted. This distinction trips up more companies than any other aspect of PAS-3, because the two timelines differ by half a month.
| Type of Allotment | Governing Provision | Filing Deadline | Penalty Cap |
| Allotment to the public | Section 39(4) with Rule 12 | 30 days from allotment | ₹1,00,000 |
| Private placement | Section 42(8) with Rule 14 | 15 days from allotment | ₹25,00,000 |
| Preferential allotment | Section 42 route with Section 62(1)(c) | 15 days from allotment | ₹25,00,000 |
| ESOP exercise | Section 39(4) with Rule 12 | 30 days from allotment | ₹1,00,000 |
Key insight: If any part of your raise ran through the private placement route under Section 42, the 15-day clock applies and the penalty exposure is twenty-five times higher. When in doubt, treat 15 days as your working deadline.
Two consequences follow that founders frequently underestimate. Money raised through private placement cannot be utilised until PAS-3 has been filed, so a delayed form can freeze working capital mid-round. And each separate batch of shares allotted on ESOP exercise needs its own PAS-3; you cannot bundle a quarter’s exercises into one return.
What Are the Fees and Penalties for PAS-3?
Normal Filing Fees
Fees are prescribed under the Companies (Registration Offices and Fees) Rules, 2014 and scale with nominal share capital.
| Nominal Share Capital | Fee |
| Less than ₹1,00,000 | ₹200 |
| ₹1,00,000 to ₹4,99,999 | ₹300 |
| ₹5,00,000 to ₹24,99,999 | ₹400 |
| ₹25,00,000 to ₹99,99,999 | ₹500 |
| ₹1,00,00,000 or more | ₹1,000 |
A company without share capital pays a flat fee of ₹200.
Additional Fees for Delay
| Delay Period | Additional Fee |
| Up to 30 days | 2 times normal fees |
| 30 to 60 days | 4 times normal fees |
| 60 to 90 days | 6 times normal fees |
| 90 to 180 days | 10 times normal fees |
| Beyond 180 days | 12 times normal fees |
Statutory Penalties
Additional fees are the smaller problem. The statutory penalty is where the real exposure sits.
Under Section 39(5), failure to file PAS-3 for a public allotment within 30 days attracts a penalty of ₹1,000 per day of continuing default on the company and every officer in default, subject to a maximum of ₹1,00,000.
Under Section 42(9), failure to file PAS-3 for a private placement within 15 days attracts ₹1,000 per day on the company, its promoters and its directors, subject to a maximum of ₹25,00,000.
These penalties are levied by the Registrar through adjudication under Section 454, and they are apportioned across the company and named directors individually, which means directors pay from personal funds. Adjudication orders on delayed PAS-3 filings have been issued for delays as short as eighteen days.
What Are the Most Common PAS-3 Valuation Errors?
Five mistakes account for the bulk of PAS-3 resubmissions:
- Omitting the valuation report for shares allotted for consideration other than cash, on the assumption that a board resolution suffices.
- Entering an unverified IBBI registration number, typically transcribed by hand rather than copied from the report.
- Selecting NA for UDIN when the report was signed by a practising Chartered Accountant, who is required to generate one.
- A valuation amount that contradicts the issue price recorded elsewhere in the same form.
- A report dated after the allotment date, which suggests the price preceded the valuation.
A sixth error is structural rather than clerical: assuming that filing Form MGT-14 covers the allotment. MGT-14 records the resolution. PAS-3 records the allotment itself. Both are needed where a special resolution was passed.
Who Can Sign the Valuation Report Behind Form PAS-3?
Only a valuer registered with IBBI under Section 247 of the Companies Act, 2013 can sign a valuation report for the purposes of Form PAS-3. This has been the position since 31 January 2019.
Registration is asset-class specific. For share and securities valuations, the valuer must be registered in the Securities or Financial Assets (SFA) class. A valuer registered only for Land and Building or for Plant and Machinery cannot sign a share valuation, even if they are otherwise a qualified Chartered Accountant.
Checking the asset class before you engage a valuer is a two-minute task on the IBBI register. Discovering the mismatch after the ROC flags your form is considerably more expensive.
Conclusion
The PAS-3 registered valuer details are not a formality bolted onto the return of allotment. They are the mechanism by which the Registrar verifies that a share issue was priced independently, by a valuer legally authorized to do it, before the shares were allotted. Every one of the thirteen valuation fields traces back to the report your valuer signed.
My Valuation is an IBBI registered valuer-led firm founded by CA Parth Shah, FCA, CPA (USA) and IBBI Registered Valuer for Securities or Financial Assets. We deliver valuation reports for preferential allotments, private placements, sweat equity and ESOP issuances with every PAS-3 field mapped out for your company secretary.
Filing a PAS-3? Make Sure Your Valuation Report Is ROC-Ready.
Talk to My Valuation before your next allotment. Our IBBI-registered valuers deliver PAS-3-ready valuation reports that help you file accurately, avoid resubmissions, and stay within the statutory deadline.
Schedule a Free ConsultationFrequently Asked Questions
1. Is a valuation report mandatory for every PAS-3 filing?
No. A valuation report is mandatory for preferential allotments, private placements and any allotment for consideration other than cash. Bonus issues and rights issues at face value do not require one.
2. What happens if the UDIN field in PAS-3 is left blank?
The form will not validate if you selected Yes for UDIN issuance and then omitted the number. If the valuer is an ICAI member, the report should carry a UDIN and it must be entered.
3. Can a Chartered Accountant without IBBI registration sign the valuation report?
No. Only an IBBI registered valuer in the relevant asset class can sign a valuation report under Section 247 of the Companies Act, 2013. A CA qualification alone is not sufficient.
4. How much does an IBBI-compliant valuation report cost in India?
Fees typically range from ₹25,000 to ₹2,00,000 depending on company size, instrument complexity and turnaround. Complex instruments such as CCPS with liquidation preferences sit at the higher end.
5. Can PAS-3 be revised after submission?
There is no revision facility. If the ROC marks the form for resubmission you can correct and refile against the same SRN, but an approved form with wrong details requires a separate rectification application.
6. Does an ESOP exercise require a fresh PAS-3 each time?
Yes. Each batch of shares allotted on exercise of options requires its own PAS-3 filing within 30 days. Exercises across a quarter cannot be consolidated into a single return.
7. Does filing MGT-14 remove the need for PAS-3?
No. MGT-14 registers the resolution authorizing the issue, while PAS-3 registers the allotment itself. Where a special resolution was passed, both forms are required.
