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Change of Registered Office
Seamlessly shift your company's registered address with complete legal compliance and documentation
Overview of Registered Office
Every company needs to have a registered office within thirty days of its incorporation as per the Companies Act, 2013 (Act). A company should have a registered office at all times until it is in existence. The registered office is mentioned in the Memorandum of Association (MOA) and Articles of Association (AOA).
However, a company may be required to change its registered office any time. In such a case, the company needs to follow the compliances laid down in the Act and the Companies (Incorporation) Rules, 2014.
Procedures Based on Jurisdiction
The compliances to be followed by a company differ depending on where the new registered office is situated.
Click on the folders to view steps
Within the Same City
- The company will have to hold a Board meeting and pass a Board resolution for changing the registered office.
- Form INC-22 needs to be filed with the ROC within fifteen days of passing the Board resolution.
Outside City, Same ROC
- The company needs to conduct a Board meeting and pass a resolution for calling the Extraordinary General Meeting (EGM).
- In the EGM, the company needs to pass a Special Resolution for changing the registered office.
- Form INC-22 and MGT-14 have to be filed with the ROC within 30 days of passing the Special Resolution.
Outside City, Different ROC
- Conduct a Board meeting and pass a resolution for calling the EGM.
- Pass a Special Resolution in the EGM for changing the registered office.
- File Form MGT-14 with the ROC within 30 days of passing the resolution.
- File INC-23 to the Regional Director for approval to shift jurisdictions.
- One month before filing, publish a notice in a daily English newspaper and the principal language newspaper, and serve notice on each depositor, debenture holder, and creditor.
- File the confirmation of the Regional director with the ROC in Form INC-22 within 60 days of receipt.
One State to Another
- Conduct a Board meeting and pass a resolution for calling EGM.
- Pass a Special Resolution in EGM for changing the registered office and altering the MOA.
- File Form MGT-14 with the ROC within 30 days.
- File Form INC-23 to the Regional Director.
- One month before filing, publish a notice in a daily English newspaper and principal language newspaper. Serve individual notice to creditors, depositors, and debenture holders.
- If there are no objections, the Central government will dispose of the application within 60 days.
Compliances after ROC Approval
Once the approval for a change in registered office is received, the following post-approval steps must be completed:
Issue Public Notice
The company can issue a general notice by way of an advertisement in a newspaper informing all the members and stakeholders about the change of the company’s registered office.
Update Official Documentation
Print the new MOA and update the address outside every office location. Ensure the address is changed in the PAN and TAN, and notify all associated banks.
Inform Government Authorities
Update the new address with all relevant government bodies and authorities, including Customs Authorities, Central Excise, and Sales Tax/GST Authorities.
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