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CHANGE IN ADDRESS
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OVERVIEW
CHANGE IN ADDRESS
All firms, including Private Limited Companies, are required to have a registered office at the time of registration or within 30 days of it, according to Section 12 of the Companies Act of 2013. The registered office address is where a Company or LLP does the majority of its operations. Formal letters are delivered there by the Ministry of Corporate Affairs (MCA). Thus, any change in the registered office’s address must be reported to the RoC or MCA.
A company could have a corporate office, a branch office, an administrative office, and many other locations. Nevertheless, the MCA should only be made aware of the registered office address.
REGISTERED OFFICE ADDRESS CHANGE
TYPES OF REGISTERED OFFICE ADDRESS CHANGE
An NGO can be classified based on several different categories in India such as their orientation, their level of operation, their target sector and finally the type of incorporation of the NGO.
Type A:
Modifications to a Private Limited Company’s registered office within the same state.
Type B:
A Private Limited Company’s Registered Office may change within the same state, but it must remain in the same city, town, or village.
Type C:
Changing a company’s registered office within the same state but from one registrar of companies to another.
Type D:
Change in the Registered Office of a Private Limited Company from the jurisdiction of one ROC to another or one state to another state.
REGISTERED OFFICE ADDRESS
PROCEDURE FOR CHANGE IN REGISTERED OFFICE ADDRESS
Let’s look into the steps that must be taken to alter the registered office address in accordance with the 2013 Companies Act:
Type A: Modifications to a Private Limited Company's registered office within the same state.
If a Private Limited Company moves its registered office from one location to another within the boundaries of the same state, the following procedure must be followed:
- The Board gathers at a meeting, at which a decision is taken.
- Within 15 days of the day the resolution was passed, an applicant must submit Form INC-22 to the ROC.
Documents required with Form INC-22
- Copy of the current registered office address
- Copy of Utility Bills (not older than 2 months)
- NOC from the showing of the use of the property.
Type B: A Private Limited Company's Registered Office may change within the same state, but it must remain in the same city, town, or village.
The following procedure must be performed when a private limited company moves its registered office from beyond the limits of an existing city, town, or village:
- The Extraordinary General Meeting’s date, day, time, and place are set during a board meeting.
- The Extraordinary General Meeting’s date, day, time, and place are set during a board meeting.
- Within 30 days of the resolution’s passage, Form MGT-14 must be submitted to the Registrar of Companies.
Documents Required
Form MGT-14
- Copy of certified resolution
- Within 15 days of passing, the decision Form INC-22 is filed with the Registrar of Companies.
Form INC-22
- Copy of the current registered office address
- Copy of Utility Bills (not older than two months)
- NOC from the showing of the use of the property.
- Special Resolution
Type C: Changing a company's registered office within the same state but from one registrar of companies to another.
According to the Companies Act of 2013, the following regulations must be followed when a private limited company changes its current registered office address from one ROC to another while remaining within the boundaries of the same state:
- The day, date, hour, and location of the Extraordinary Meeting are determined at a Board meeting.
- A special resolution for modifying the MOA and relocating the Registered Office is made in the Extraordinary General Meeting.
- Post an advertisement mentioning the changed address of the company's registered office in both an English and a vernacular publication.
- Within 30 days of reaching a decision, Form MGT-14 is submitted to the company's ROC.
- A certified copy of the decision made by the Extraordinary General Meeting.
Application in Form INC-23 to the Regional Director
- Post a notice in a daily newspaper in the district where the registered office is located and in the primary language there.
- An individual notice explaining the application should be sent to each holder of the company's debenture, depositor, and creditor, as well as to anybody else whose interests may be impacted by the proposed modification to the MOA.
Documents Required
- Certified True Copy of the Notice of EGM.
- Certified True Copy of the resolution passed at EGM.
- Minutes of EGM.
- Copy of Altered MOA.
- Copy of Newspaper Advertisement.
- An Affidavit verifying the application.
- List of debtors and creditors who are eligible to object.
- Declaration by the Key Managerial Personnel
- A statement from any two Directors stating that the business has stayed caught up on payments to employees.
You must submit Form INC-22 to the registrar of Companies as soon as you get the Regional Director’s directive. The following files may need to be attached:
- Copy of the current registered office address
- Copy of Utility Bills (not older than two months)
- NOC from the showing of the use of the property.
Type D: Change in the Registered Office of a Private Limited Company from the jurisdiction of one ROC to another or one state to another state.
In the scenario given above, the subsequent steps are taken:
- A board meeting is held to choose the Extraordinary General Meeting's date, time, and location.
- A special resolution is adopted at the Extraordinary General Meeting.
- A notice published in the newspaper.
- You must complete Form MGT-14 within 30 days from the date the special resolution passed.
- Post a notice in a daily newspaper in the district where the registered office is located in both English and the primary language.
- An individual notice explaining the application is being sent to each holder of the company's debenture, depositor, and creditor, as well as to anybody else whose interests may be impacted by the proposed modification to the MOA.
If the Regional Director does not object after 21 days, moving the registered office will be considered.
Documents Required
- Certified True Copy of the Notice of EGM.
- Certified True Copy of the resolution passed at EGM.
- Minutes of EGM.
- Newspaper Advertisement copy.
- Altered MOA copy.
- An Affidavit verifying the application.
- List of debtors and creditors who are eligible to object.
- Declaration by the Key Managerial Personnel
- A statement from any two Directors stating that the business has stayed caught up on payments to employees.
Within 30 days of receiving your application, the regional director will send you with his confirmation. The company must then submit Form INC-28 to the ROC within 30 days of the submission date. Following the change in the company’s registered office, Form INC-22 is submitted to the ROC within 15 days with the accompanying paperwork:
- Copy of the current registered office address
- Copy of Utility Bills (not older than two months)
- NOC from the showing of the use of the property.
If a Private Limited Company changes its address inside a state, from one state to another, or within the same ROC or a different ROC depends on the circumstances. Processes are carried out in accordance with the categorization set forth in the 2013 Companies Act. Contact Taxkey with any questions regarding changing the private limited company address.
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