Procedure to shift the Registered office of company from one state to another.

A registered office of the company is the main office where all the official communication is made from the government, clients, and other concerning factors; and vice versa.  There are various reasons to shift a registered office from one place to another such as operational duties, difficulty in mobilization, working cost, etc. Let’s have a look at the procedure of shifting a company’s registered office from one state to another state. 

Holding a board meeting

A board meeting should be held to approve and conclude the shifting of the registered office in the Extra ordinary general meeting and commencing the general meeting. The board should make sure that no member or creditors have any objection regarding it.

Passing the resolution to shift the registered office

The resolution to shift the office should be passed and approved by the members chiefly the Regional directors, and minutes of the meeting should be prepared.

Filing the necessary documents with ROC

Once the special resolution is passed, a copy of the same along with the copy of altered MOA, and other concerning documents should be filed with the Registrar Of Company in the form MGT-14 (Section 117) within 30 days. 

Publishing in the newspaper

The notice of shifting registered office of the company in Form no. INC-26 should be publicised in at least one vernacular/local language newspaper and  one english newspaper in the district of the current registered office.

Preparing the list of Creditors & Debtors

A list of all the creditors and debtors should be prepared along with their Id and Address proof which has to be signed by at least two directors (at least one who is actively involved in the working of the company) and the company secretary.

Intimation to Chief Secretary & Registrar of Company

An application in E-Form GNL-2 has to be filed with the Registrar of company as well as Chief Secretary along with all the necessary documents. 

Intimation to Central government

The company has to prepare an application in the Form INC-23 and attach all the concerning documents regarding the shifting of the company to the Regional director (Central government) of the current office. The application should be approved by the regional director, if any investigation is probed by them regarding the same; the company has to wait till all the allegations are cleared. Central government may impose some charges which have to be paid.

Filing of E-Form  INC-28:  

The company has to file an E-Form INC-28 with the Registrar of Companies along with the copy of approval order by the Regional director and the payment receipt of the charges applied by them within 30 days of confirmation by the Regional director.

Filing of E-Form INC-22 with ROC

The Company has to file an E-Form INC-22 with the Registrar Office within 15 days of confirmation by the Central government to shift the company and attach necessary documents i.e Registered document of the title of the premises, the address proof of the registered company not older than two months, Rent/Lease agreement with NOC of the owner, copy of approval by central government along with the payment receipt, copy of altered MOA, CIN no. of all the companies with the same registered office. Once the application is submitted and no error found, both state’s registrar will approve the form and a new Incorporation Certificate will be issued to the company within 30 days.

Once the new Incorporation Certificate has been issued by the ROC, the company has to cooperate with the new registered company, necessary alterations should be made in PAN, TAN, ST2, and inform all the concerned departments of the same.

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