All you need to know about Compliances for Change in Registered Office of a Company

Introduction

The workplace is a crucial location for any company. A firm may occasionally need to alter its registered office owing to unforeseen events or other pressing business needs. In this article information on Compliance for Change in Registered Office Address of a company is mentioned.

According to the Companies Act of 2013, every company must have a registered office within 30 days of its incorporation. A corporation must always have a registered office while it is still forming. The Memorandum of Association (MOA) and AOA (Articles of Association) both refer to the registered office.

All correspondence and notices issued to the company are received at the registered office. The Registrar of Companies must be informed of the change in registered office’s address.

A firm could need to modify its registered office, nevertheless. In this scenario, the business must adhere to the Act’s and the 2014 Companies incorporation Rules requirements.

Different types of Compliances for Change in Registered Office of a Company

• Compliance for Change in Office from one State to another
• Compliance when Registered Office in outside city and different ROC
• When change in Registered Office Address occurs within the Same City
• Compliance when Registered of Companies approves change in Office
• Compliance for change in Registered Office outside the City but same ROC

Compliance for Change in Office from one State to another

• To alter the MOA, the firm must have a board meeting, adopt a special resolution, summon an EGM, and hold the meeting.
• To change the registered office from one state to another and the MOA, the company must approve a specific resolution at the EGM.
• Form MGT-14 must be submitted to the ROC within thirty days after passing the special resolution to change the registered office and amend the MOA (Memorandum of Association).
• To obtain central government clearance to transfer the registered office from one state to another and alter the MOA, the company must file Form INC-23 to the regional director.
• The Central Government will approve the request for a change in the registered office within 60 days if no objections are submitted.
• The business must submit a Form INC-22 to the ROC within sixty days of the regional director’s approval of the change.
• The ROCs (Registrar of Companies) of the old and new registered offices in both states must receive Form INC-28, which requests Central Government clearance for a change of office address.

Compliances When change in Registered Office Address occurs within the Same City

The following conditions must be met in order for a firm to relocate its registered office while still holding municipal bonds issued by the same city, village, or town:

• The corporation must hold a board meeting and adopt a board resolution in order to move the registered office.
• Form INC-22 must be submitted to the ROC within 15 days of the board resolution being approved.

Compliance when Registered Office in outside city and different ROC

• An authorization for the EGM to be called must be approved by the board of directors at a meeting of the board.
• To change the registered office, the company must approve a specific resolution at the EGM.
• Form MGT-14 must be submitted to the ROC within 30 days after passing the special resolution to alter the registered office.
• The business must request permission from the regional director by submitting Form INC-23 before moving its registered office from one ROC to another within the state.

Compliance when Registered of Companies approves change in Office

• The business may publish a comprehensive notice in the media alerting all of the organization’s participants to the change of its registered office.
• Printing a new MoA and changing the registered office address outside each office, building, or other place where the Company conducted business, in visible characters and in a conspicuous area.
• On all business correspondence, including letters, invoices, receipt forms, and other formal documents, substitute the new address for the old one.
• Provide the new registered office address to all banks and financial institutions where the company maintains bank accounts.
• Apply to the income tax department to update the company address in TAN and PAN (Permanent Account Number).
• Notify government organisations, such as customs, central excise, the service tax department, and the sales tax authorities, of the company’s new address.
• Update utility service providers, such as those for phone and internet connections, electricity, and so on, with the company’s new address.

Compliance for change in Registered Office outside the City but same ROC

The prerequisites for a company to move its registered office from within the municipal boundaries of the city or town in which it is situated but still fall under the same ROC’s jurisdiction are as follows:

• A resolution to call the extraordinary general meeting must be approved during a board meeting.
• To change the registered office, the company must approve a specific resolution at the EGM (Extraordinary General Meeting).
• Forms INC-22 and MGT-14 must be submitted to the ROC within 30 days of passing the special resolution to relocate the registered office outside of the city or town limits but still under the control of the same ROC.

Conclusion

Every business must always maintain a registered office, and any changes must be reported to the ROC by filing form INC-22 within 30 days of the change, according to Section 12 of The Companies Act. Except for changes made within the city, you must obtain ROC’s prior clearance.