Registered Office Address Change

How to change the address of a registered office?

All business-related communications are conducted at the registered office of a corporation. Besides having a registered office, a business may additionally have a corporate office, branch, factory, or administrative office. The Ministry of Corporate Affairs must register a business's registered office in India, although other branches and offices may be formed by a firm without first notifying the ROC.

The domicile (state of incorporation) of the firm will be determined by its registered office, which must be in India. The ROC will be defined by the state or location where the company's registered office is situated. If a company's registered office changes its address, the ROC must be notified within 15 days.

Why is the registered office address important?

Declaring the company's registered office and submitting the necessary paperwork are both crucial when forming a Private Limited Company. The declaration of a company's registered office during the company's incorporation shall include the following list of documents:

• Electricity Bill/Water Bill/ Property Tax Receipt.
• If the property is rented, the landlord must give his or her NOC.
• The rent or lease contract between the landlord and the business.

The name and address on the utility bills (electricity, water, and property tax receipts), the landlord's NOC certificate, and the rental agreement must exactly match each other. The registered office does not have to be a business or industrial property. Additionally, the registered office cannot be undeveloped ground or a structure that is still being built. It is possible for a company's registered office to be a home.

If the business does not choose its registered office before applying for formation. The Companies Act of 2013 also gives the corporation the option of announcing a temporary address. Within 15 days of incorporation, the registered office of the firm must be indicated by filing INC22.

How to change the address of the registered office?

the filing of the INC 22 to disclose the registered office of a corporation. It is required to notify the ROC of any changes to the company's registered office. Within 15 days, notice must be given by filing the appropriate documents if the registered office address change affects the same city, town, or village.

A specific resolution passed by the firm must be approved by the registered office if the new registered office address is outside the boundaries of the city, municipality, or village. If a firm wants to move its registered office from one ROC jurisdiction to another, the Regional Director of the ROC must first give his or her approval. Visit www.indiafilings.com to know more about the address change of a registered office.

Types of changes in a registered office

After some time, a company could seek to relocate its office. A firm must give prior notice if its registered office is changed. The company must adhere to the MCA-provided processes in order to alter the company's address.

Types of changes in the address of the registered office.

1. Within the same city
2. Within the same state and ROC
3. To other ROC in the same state
4. From one state to another

We will have a detailed look here:

Change in the registered office within the same city

It is relatively easy to modify the registered office within the same city.

• The business must first call a board meeting and pass a resolution regarding it.
• A form INC22 must be submitted by the company to the MCA. It must be submitted 30 days after the board resolution has been approved.
• All three documents—the lease, the owner's NOC, and the utility bill used to verify the business address—must be joined together.

Change in the registered office address with a different ROC but within the state

If a firm wants to move its registered office from one ROC to another, it must submit an application for the Regional Director's approval using the format specified in Form INC-23. Within 60 days of the Regional Director's confirmation of the change, the identical confirmation must be submitted to the ROC. The ROC must validate the address change within 30 days after filing.

Change of address in the same state but different ROC

There are two company registrars in large states like Maharashtra and Tamil Nadu. It occasionally happens that the ROC also changes when the company's address does. As a result, when such a change occurs, there is a different process.

Change of address in another state

The process for moving the registered from one state to another differs slightly from other processes. As the registered office address changes, so does the company's MOA.

• A board meeting must be held in order to adopt a resolution for the call of an extraordinary general meeting.
• The EGM must approve a specific resolution regarding the shift in the registered office's address as well as the modification of the MOA. The MCA must receive the resolution within 30 days and file it in MGT14.
• 30 days or less before the date of the regional director's application, the company must publish an advertisement for moving the office. It ought to be printed at least in the local newspaper or in the vernacular, as well as in an English-language publication.
• Additionally, the corporation must notify any existing or potential debenture holders, creditors, and other regulatory authorities that may be relevant to the company.
• To change the registered office, a request must be made in writing to the regional director and include the necessary paperwork.
• If an objection is raised, the Central government will hold a hearing and issue the required orders. The order will be made without a hearing if there are no objections.
• The corporation has 30 days from the date of the order to file the confirmation that it got from the RD to the ROCs.
• It is important to submit form INC-22 to the ROC with the appropriate information within 30 days.

A request to relocate the registered office outside of the state must be approved or denied by the central government within 60 days of receiving the application. The government must make sure that all creditors, debenture holders, and other interested parties have agreed to the change before it can be approved. The consent of the federal government must be obtained by the registrars of both states. The ROC of the state where the new office will be situated must receive a new certificate of incorporation, which must also be registered with them.

Rule 27: Notice and verification of change of situation of the registered office

Form INC 22 must be filled out, along with the required fees, and attached to the aforesaid form with the notice of the change in registered office address and the verification of the same. Section 12's sub-section (2) specifies the papers and the procedure for verifying them.

When submitting Form INC-22, the supporting documentation must be in the prescribed format and be used to verify the registered office of the business as well as to provide notice of the registered office at the time of incorporation and every time it changes. The following list includes the documents that must be validated for the registered office:

• If the company itself owns the registered office, a conveyance deed for the property must be filed with the corporation.
• The lease agreement or the rent agreement, as well as the rent receipts, are needed if the registered office is leased or rented. The rent receipts must be no more than one month old.
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• The company must include proof that it is authorized to use the location as its registered office if the Director or another person is the owner and the space is not leased by the company. The owner's "No Objection Certificate" would thereafter be valid.
• Copies of the utility bills listed below should be included with all of the aforementioned instances. The bill is required to bear the name of the company along with the address that is used as the registered address of the company. There should be no more than two months' worth of bills here.

1. Mobile bill
2. Telephone bill
3. Electricity Bill
4. Gas Bill

• It is necessary to pass resolutions like the board resolutions and the special resolution.
• If the registered office is moved to a location that is not on the local list of the city, municipality, or village where it is now located, a Special resolution must get the membership's blessing at a general assembly.
• To permit the director's authorisation, the board must adopt a resolution. After that, the Form INC-22 must be turned in.

Once the MCA has approved all of the paperwork provided, the procedure for changing the registered office's address is complete. A business must update the address in all the necessary locations. The PAN, TAN, bank accounts, along with all other registrations, licenses, and changes to each MOA should all be updated with the new address.