"Authorized shares" refers to the number of shares the corporation is allowed to issue under its certificate or articles of incorporation. Outstanding shares are shares of stock that have been issued.You do not have to issue all shares authorized; that way, you have the flexibility to add more shareholders at a later date. The difference between a company's authorized shares and its outstanding shares is what the company retains in its treasury. Exact title and class of the security: Preferred Stock. Authorized shares become issued shares when "issued" or distributed to a stockholder.