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The registered office serves as the official point of communication for a company, where all notices and correspondence are received. This is where the company conducts its business and the address must be provided to the Registrar of Companies (ROC). As per the Companies Act, 2013, every newly incorporated company must establish a registered office within 30 days of its formation. The registered office must remain in existence for the duration of the company and its address is specified in the company’s Memorandum of Association and Articles of Association. However, a company may be required to change its registered office. In such a case, the company needs to follow the compliances laid down in the Act and the Companies (Incorporation) Rules, 2014.
Basis of Comparison | Change of Office Within the Same City | Change of Office One City to Another Under the Same ROC | Change of Office One City to Another Under the Different ROC | Change of Office from One State to Another State |
Meeting | The company will have to hold a Board meeting. | The company will have to hold a Board meeting. | The company will have to hold a Board meeting. | The company needs to conduct a Board meeting and pass a resolution for calling EGM and alter the MOA through a Special Resolution. |
Resolution need to be file | Pass a Board resolution for changing the registered office. | Pass a resolution for calling the Extraordinary General Meeting (EGM). | Pass a resolution for calling the Extraordinary General Meeting (EGM). | Pass a resolution for calling EGM and alter the MOA through a Special Resolution. |
Form | INC-22 | Form INC-22 and MGT-14 have to be filed | Form MGT-14 needs to be filed with the ROC | Form MGT-14 needs to be filed with the ROC |
Filing with ROC | Within 30 Days | Within 30 days of passing the Special Resolution | Within 30 days of passing the Special Resolution | Within 30 days of passing the Special Resolution and alter the MOA. |
Approval from Regional Director | Not Required | Not Required | Form INC-23 to the Regional Director for approval to shift its registered office from the jurisdiction of one ROC to another ROC within the state. | The company should file Form INC-23 to the Regional Director for obtaining approval of the Central Government to shift the registered office from one state to another state and alter the MOA. |
NOC from Central Government | Not Required | Not Required | Not Required | Required |
Publish a Notice | Not Required | Not Required | 1. Publish a notice in a English and Rigional Language were office is situated. 2. Serve individual notice on each depositor, debenture holder and creditor of the company. | 1. Publish a notice in a English and Rigional Language were office is situated. 2. Serve individual notice on each depositor, debenture holder and creditor of the company. |
Documents to be attached with Form are: | 1. NOC from the property owner (if rented) 2. Rent/Lease agreement (if Rented) 3. Utility Bills (if Owned) | 1. Copy of the Special Resolution 2. NOC from the property owner (if rented) 3. Rent/Lease agreement (if Rented) 4. Utility Bills (if Owned) | 1. Copy of the Board resolution 2. Copy of the Special Resolution 3. A declaration by any two directors or the KMP 4. NOC from the property owner (if rented) 5. Rent/Lease agreement (if Rented) 6. Utility Bills (if Owned) | 1. Copy of the Board resolution 2. Copy of the Special Resolution 3. A copy of the MOA with proposed alterations. 4. A declaration by any two directors or the KMP 5. NOC from the property owner (if rented) 6. Rent/Lease agreement (if Rented) 7. Utility Bills (if Owned) |
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