Shifting a registered office within the same city needs only a board resolution and INC-22 within 30 days. Moving outside local limits in the same state needs a special resolution and INC-22. Changing to another ROC within the state needs Regional Director approval in INC-23, and moving to another state needs a special resolution, MoA alteration and Regional Director approval.
Within the same city or town
The board passes a resolution approving the new address, and the company files INC-22 with proof of the new office and owner NOC within 30 days.
Outside local limits, same ROC
Shareholders pass a special resolution, the company files MGT-14 for the resolution, and INC-22 for the new address.
To another ROC within the state
Apply to the Regional Director in INC-23. After approval, file the order and INC-22 with the ROC.
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- Special resolution to alter the MoA situation clause.
- Publish a newspaper advertisement and notify creditors and authorities.
- Apply to the Regional Director in INC-23.
- File the approval with both ROCs and file INC-22.
Frequently asked questions
How long does it take to shift a registered office to another state?
Because it needs Regional Director approval, advertisement and a notice period for objections, it commonly takes a few months.
Does a change of office affect GST registration?
Yes. Update the principal place of business on the GST portal. A move to another state needs a new GST registration in that state.
Is a new certificate of incorporation issued?
For a shift to another state, the ROC of the new state issues a fresh certificate of incorporation reflecting the change. Moves within a state do not generate a new certificate.
Can a registered office be a virtual office?
A coworking or serviced office can be used if it has proper documents and the company can receive communications there. Pure mail-forwarding addresses carry risk if notices are not received.
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