Form INC-22 is a form required to be filed with the Ministry of Corporate Affairs (MCA) in India, as per the Companies Act, 2013. It is a form for is used to provide the current registered office. The form is required to be filed within 30 days of the date of the change in the registered office or any other details in the incorporation documents.
As of the recent changes in the MCA V3 portal, the requirement for documents including photographs of the director and office premises in Form INC-22 has been compulsory by the Ministry of Corporate Affairs (MCA). The form primarily focuses on providing the current status of the company and its registered office.
Surprisingly, there is no such rule or circular about these changes in the Act, it is a good practice to ensure that all the information provided in the form is accurate and up-to-date, and to include any additional information or documents that may be requested by the MCA.
The compliances for change of registered office of a company within the local limits
The process for changing the registered office address of a company within the local limits of a city or town in India, as per the Companies Act, 2013 and the filing procedure of Form INC-22 with the Ministry of Corporate Affairs (MCA) includes the following steps:
1. Hold a board meeting to approve the change of registered office address and pass a resolution to that effect. The resolution must be signed by the director and must contain the new registered office address and the date from which the change will be effective.
2. Obtain the consent (or NOC) of the new landlord (if the new registered office address is a leased property) in the form of a lease agreement or rent agreement.
3. File Form INC-22 (Active Company Tagging Identifiers) with the MCA within 30 days of the change in the registered office address. The form must be digitally signed by a director or a professional and must contain the new registered office address and the date from which the change will be effective.
The company should also update the registered office address in all the statutory records and documents of the company, such as PAN, GST, TAN, Bank Account, etc.
It is important to note that all the above steps must be completed within 60 days of the change in the registered office address.
Dos:
- File the form within the time limit as per the act
- Keep all the required documents ready before filing the form
- File the form digitally signed by a director or professional
Don’ts:
- Don’t file the form after the time limit
- Don’t file the form without the required documents
- Don’t file the form without digital signature
A sample board resolution for changing the registered office address of a private limited:
“RESOLVED THAT, subject to the approval of the Registrar of Companies, the registered office of the company be and is hereby shifted from the existing address to the new address as mentioned below:
New Address: _________________________ City: _________________________ State: _________________________ Pin Code: _________________________
The new address shall be effective from ____________ (date)
RESOLVED FURTHER THAT, the any directors of the company be and are hereby authorized to do all such acts, deeds, matters and things as may be necessary, proper or desirable to give effect to the above resolution and to file the necessary documents and returns with the Registrar of Companies and any other authorities concerned.”
The role of the professionals/ company secretary in the filing of Form INC-22 .
As per the Companies Act, 2013, is to ensure that the company complies with the statutory requirements and regulations set by the MCA. The company secretary plays a vital role in the following:
1. Preparing the necessary documents: The company secretary is responsible for preparing and collecting all the necessary documents required for filing the form, such as the board resolution, consent of the new landlord, proof of ownership, etc.
2. Reviewing and verifying the documents: The company secretary is responsible for reviewing and verifying the accuracy and completeness of the documents before filing the form.
3. Digital Signing of the form: Company Secretary is responsible for digitally signing the form and ensure that the form is properly filled and all the relevant information is provided.
4. Filing the form: The company secretary is responsible for filing the form with the MCA within the due date and paying the required fee.
5. Keeping track of the due date: The company secretary should keep track of the due date for filing the form and ensuring that the form is filed within the time limit.
6. Keeping records: The company secretary should maintain records of all the documents and correspondence related to the filing of the form.
The company secretary plays a key role in ensuring compliance with the statutory requirements and regulations set by the MCA and ensuring the smooth functioning of the company.
It’s always a good practice to check the official website of the MCA for the most recent updates on the guidelines and process of changing the office address in Form-22. Additionally, I would also recommend consulting with a professional advisor or a lawyer for the latest information and guidance on the filing of this form and compliance with the Companies Act, 2013.
Team IN Filings, Bangalore is responsible for advising companies on various legal and compliance matters, including filing of forms. we are helping companies navigate the legal and regulatory landscape in order to stay compliant and avoid penalties.
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