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Registered Office Address Change - An Overview
A registered office is the official address of a company, where all legal correspondence from government authorities is sent. As per Section 12 of the Companies Act, 2013, every company must declare a registered office address within 30 days of incorporation.
If your business is relocating, it's mandatory to update the new registered office address with the Registrar of Companies (RoC) and the Ministry of Corporate Affairs (MCA) to ensure compliance.
At Calzone, we streamline the process of changing your company's registered office, handling all legal formalities and documentation, so you can focus on growing your business.
Why Is a Registered Office Address Important?
The registered office address is not just a formality—it serves several legal and operational purposes:
Official Communication Hub
All government notices and letters are sent here.
Determines Company Jurisdiction
Defines state laws and RoC regulations applicable to your company.
Legal Identity
Establishes the company's legal presence and determines applicable local laws.
Keeping your registered office updated is crucial to avoiding penalties and legal complications.
Types of Changes in Registered Office Address
The procedure for changing the registered office depends on where the company is relocating:
- Within the same city
- Within the same state but different locality (same RoC jurisdiction)
- Within the same state but different RoC jurisdiction
- From one state to another
How to Change a Registered Office Address?
1. Change Within the Same City, Town, or Village
- Board Resolution: Pass a resolution in a board meeting approving the address change.
- File Form INC-22 with the RoC within 30 days of passing the board resolution.
Documents Required:
- Board Resolution
- Utility Bill (Electricity, Water, Gas) as Address Proof
- No Objection Certificate (NOC) from the property owner (if rented)
Calzone ensures your Form INC-22 is filed correctly to avoid any delays.
2. Change Within the Same State (Different Locality but Same RoC)
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Board Resolution & Extraordinary General Meeting (EGM):
- The Board passes a resolution to call for an EGM.
- Special Resolution is passed at the EGM.
- File Forms MGT-14 & INC-22 within 30 days of passing the special resolution.
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Documents Required:
- Board Resolution & Special Resolutio
- Updated Utility Bill
- NOC from the Property Owne
- Rent Agreement (if applicable)
- Calzone handles the entire process, ensuring smooth approval from RoC.
3. Change Within the Same State but Different RoC Jurisdiction
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Special Resolution & Board Approval:
- Board Meeting and EGM are conducted.
- Special resolution is passed and filed with RoC.
- Approval from the Regional Director is required.
- File Forms MGT-14 (30 days), INC-22 (30 days), and INC-28 (60 days).
- File Form INC-23 for final approval.
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Documents Required:
- Board Resolution & Special Resolution
- Auditor-Certified List of Creditors
- Declaration that the change does not affect employee interests
- Utility Bills & NOC from Property Owner
- Calzone ensures compliance with regional director approvals and smooth transition.
4. Change of Registered Office from One State to Another
This process requires MoA modification, as the company's jurisdiction and governing laws change.
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Board Resolution & Extraordinary General Meeting:
- Special resolution is passed and filed via Form MGT-14 (within 30 days).
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Publication of Public Notice:
- Must be published in one regional language newspaper and one English newspaper.
- Notices sent to creditors, debenture holders, and regulatory bodies.
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Application to Regional Director:
- File Form INC-23 for approval.
- Upon approval, file Forms INC-28 & INC-22 within 30 days.
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Documents Required:
- List of Company Directors & Shareholders
- Auditor-Certified List of Creditors
- MoA, AoA & Certificate of Incorporation
- Financial Statements
- Public Notice Copies
- Address Proof & NOC from Property Owner
Calzone takes care of the entire process, ensuring seamless approvals across state jurisdictions.
Post-Compliance After Changing the Registered Office Address
Once your company's registered office is updated, certain compliance steps must be followed:
Update Business Stationery
- Change address on letterheads, invoices, receipts, billheads, etc.
Update PAN & TAN Records
- Notify Income Tax Authorities of the change.
Notify Stakeholders
- Inform shareholders, customers, and vendors.
Publish Notice
- Advertise the change in a general newspaper notification.
Update Bank & Government Authorities
- Notify banks, GST, and utility service providers.
Display Updated Address
- The new address must be clearly displayed outside office premises.
Calzone helps update your records to ensure full compliance with MCA and tax authorities.
Why Choose Calzone for Changing Your Company Address?
- End-to-End Legal Compliance - We ensure your company address update is 100% compliant.
- Hassle-Free Documentation & Filings - We prepare and file INC-22, MGT-14, INC-23, and INC-28.
- Expert Guidance & Support - Avoid errors and regulatory rejections with our professional assistance.
- Affordable & Transparent Pricing - No hidden charges—just reliable service.
Frequently Asked Questions (FAQs)
No, only the registered office address needs to be updated. Corporate, administrative, or branch office changes do not require RoC approval.
- Same city/state changes: 7-15 business days
- State-to-state changes: 2-3 months (due to Regional Director approval)
Failure to update your registered office address can result in penalties and non-compliance issues with the MCA.
Absolutely! Calzone takes care of all legal formalities, ensuring a smooth and compliant transition.
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