The registered office serves as the official point of communication for a company, where all notices and correspondence are received. This is where the company conducts its business and the address must be provided to the Registrar of Companies (ROC).
As per the Companies Act, 2013, every newly incorporated company must establish a registered office within 30 days of its formation. The registered office must remain in existence for the duration of the company. The registered office address is specified in the company's Memorandum of Association and Articles of Association.
However, a company may be required to change its registered office. In such a case, the company needs to follow the compliances laid down in the Act and the Companies
Basis of Comparison | Change of Office Within the Same City | Change of Office One City to Another Under the Same ROC | Change of Office One City to Another Under the Different ROC | Change of Office from One State to Another State |
Meeting | The company will have to hold a Board meeting. | The company will have to hold a Board meeting. | The company will have to hold a Board meeting. | The company needs to conduct a Board meeting and pass a resolution for calling EGM and alter the MOA through a Special Resolution. |
Resolution need to be file | Pass a Board resolution for changing the registered office. | Pass a resolution for calling the Extraordinary General Meeting (EGM). | Pass a resolution for calling the Extraordinary General Meeting (EGM). | Pass a resolution for calling EGM and alter the MOA through a Special Resolution. |
Form | INC-22 | Form INC-22 and MGT-14 have to be filed | Form MGT-14 needs to be filed with the ROC | Form MGT-14 needs to be filed with the ROC |
Filing with ROC | Within 30 Days | Within 30 days of passing the Special Resolution | Within 30 days of passing the Special Resolution | Within 30 days of passing the Special Resolution and alter the MOA. |
Approval from Regional Director | Not Required | Not Required | Form INC-23 to the Regional Director for approval to shift its registered office from the jurisdiction of one ROC to another ROC within the state. | The company should file Form INC-23 to the Regional Director for obtaining approval of the Central Government to shift the registered office from one state to another state and alter the MOA. |
NOC from Central Government | Not Required | Not Required | Not Required | Required |
Publish a Notice | Not Required | Not Required | 1. Publish a notice in a English and Rigional Language were office is situated. 2. Serve individual notice on each depositor, debenture holder and creditor of the company. | 1. Publish a notice in a English and Rigional Language were office is situated. 2. Serve individual notice on each depositor, debenture holder and creditor of the company. |
Documents to be attached with Form are: | 1. NOC from the property owner (if rented) 2. Rent/Lease agreement (if Rented) 3. Utility Bills (if Owned) | 1. Copy of the Special Resolution 2. NOC from the property owner (if rented) 3. Rent/Lease agreement (if Rented) 4. Utility Bills (if Owned) | 1. Copy of the Board resolution 2. Copy of the Special Resolution 3. A declaration by any two directors or the KMP 4. NOC from the property owner (if rented) 5. Rent/Lease agreement (if Rented) 6. Utility Bills (if Owned) | 1. Copy of the Board resolution 2. Copy of the Special Resolution 3. A copy of the MOA with proposed alterations. 4. A declaration by any two directors or the KMP 5. NOC from the property owner (if rented) 6. Rent/Lease agreement (if Rented) 7. Utility Bills (if Owned) |
| The registered office and head office are two different concepts in a company's structure. | ||||||
| The registered office is the official address of a company, as recorded with the relevant regulatory authority, and is where official communications and notices to the company are sent. This address is often used as the company's legal address and is required to be located within the jurisdiction in which the company is incorporated. | ||||||
| The head office, on the other hand, refers to the main operational and administrative center of a company. The head office is where the senior management and key decision-makers of the company are based and is often the location from which the company's operations are managed and coordinated. In summary, the registered office is the legal address of a company, while the head office is the main operational center. |
"In India, the process for changing the registered office address of a company involves filing various forms with the Registrar of Companies (ROC). Generally, the following forms need to be filed with the ROC for a change of registered office address:
1. Form INC-22 (Active): This form is used to intimate the ROC about the change of registered office address and its situation.
2. Form MGT-14: This form is used to file a resolution of the board of directors approving the change of registered office address.
3. Form INC-28 (Notice of situation of registered office): This form is used to inform the ROC about the new situation of the registered office."
