Introduction
A business will choose to engage in all business-related activities in the jurisdiction in which it has been registered. The registered office of a company can be its corporate headquarters, a manufacturing facility, a branch, or an administrative building. The registered office in India (the country of incorporation) will serve as the company’s domicile. The state or region where the company’s registered office is situated chooses the ROC (Registrar of Companies). Any change of address at a company’s registered office must be reported to the ROC within 15 days to be effective.
Different Types of Address Change in Registered Office
A company may decide to move its headquarters after a while; in that case, the registered office must be changed with notice. The MCA has established procedures, which must be followed by the company, for altering a company’s address.
A. The procedures involved in moving an office from one state to another.
- A board meeting must be conducted, and an extraordinary general meeting resolution must be passed.
- A special resolution will be approved by the EGM that will update both the registered office address and the MOA. The MGT14 resolution must be delivered to the MCA within 30 days.
- The company must publish an ad for the office move no later than 30 days prior to the date of application to the regional director. It should be published in an English newspaper as well as one in the local tongue and a nearby location.
- If the company has any creditors or debenture holders, it should notify them as well as any other regulatory authorities that apply to them.
- To alter the registration office, submit an application to the regional director together with the necessary paperwork.
- If an objection is raised, a hearing with the federal government will be held and the necessary orders will be given. The order will be made without a hearing if there are no objections.
- The company must file the confirmation received from the regional director with the ROCs within 30 days of the date of the order.
- It is essential to submit form INC-22 together with the required papers to the ROC within 30 days.
B. Changes in offices within the same city.
The requirements that follow must be met in order for a company to change its registered office while still holding municipal bonds issued by the same city, village, or municipality.
1. The company must hold a Board meeting and pass a Board resolution in order to modify the registered office.
2. Form INC-22 must be submitted to the ROC within fifteen days of the Board resolution being approved. The following papers must be affixed with the Form INC-22:
- The owner has to obtain a NOC (No Objection Certificate) if the office is located on leased or rented property.
- A rent/lease agreement is necessary if the office is situated on a leased or rented property.
- Proof of any utility bills that are less than two months old and were sent to the office address.
C. Office transfer to another ROC in the same state.
- With the help of a special resolution, a board resolution, and the consent of the Regional Director.
- Form MGT-14 must be submitted no later than 30 days after the Special Resolution.
- Filling out and sending Form INC-23.
- Form INC-28 must be submitted within 60 days of the Regional Director’s instruction.
- By submitting Form INC- 22 to the Regional Director within 30 days of receiving the order.
D. Office changes within the same state and ROC.
- A company needs to complete Form INC-23 and submit it to the Regional Director for approval if it wishes to transfer its registered office from one ROC to another.
- The identical confirmation must be sent to the ROC within 60 days following the Regional Director’s confirmation.
- The change of address must be approved by the ROC within 30 days after filing.
Summary
When all of the paperwork are filed with the MCA and authorized by the MCA, the procedure for changing the registered office is complete. A company must then update its address in all necessary places. It includes changes to each copy of the MOA and AOA as well as TAN, PAN, bank accounts, licenses, and all other registrations.
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