How to Change Registered Office under Companies Act, 2013

How to Change Registered Office under Companies Act, 2013, As the new Companies Act has come into force, there are some changes and almost all of the forms filling requirements are changes, so it becomes very much important to know the provisions of the Act, to save it from the penalty and other penal provisions. There has been huge penalties and increase in penal provisions in the new Companies Act. So this article will help you know the procedure for change in the registered office. Now check more details regarding “How to Change Registered Office under Companies Act, 2013” From Below….

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How to Change Registered Office under Companies Act, 2013

First of all, we will see the reasons for which the registered office of the company is required to be decided and submitted to the ROC. The reasons are:

  • For the determination of the jurisdiction of the court under which the company comes under.
  • For sending the documents or the either making the personal visit to the office by the officer.
  • For the checking and the inspection of the books of the accounts or the registered for various purposes.
  • It may also be needed for the stamp duty applicability to the company.
  • For all the other physical existence of the company separate from its owners.

There are various situations where the registered office can be changed and the consequences there after also explained.

Change Registered Office under Companies Act, 2013

Change in Registered Office to the same city:

  • The procedure here is very simple. You just need to know the compliances.
  • The change in the registered office needs to be submitted to the Registrar through electronic mode via Form INC-22 within 15 days of such change being done.
  • Firstly you need to call the board meeting and conducting the board meeting and passing the resolution for changing the registered office.
  • And as per section 12(4), the changes needs to be intimated to the registrar through form INC-22.
  • Documents required for the form – Proof of the New Registered Office in name of company or on rent, then rent agreement, Copy of the utility bills, authorisation letter, for giving the company authority to use it as registered office.

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Change in Registered Office to the another city:

  • Mostly the procedure remains one and the same for the change in the registered office from one place to other.
  • But here the process is some what complex.
  • First you need to call up the board meetings and in that meeting, the approval of the directors needs to be taken.
  • After the approval of the directors, the approval of shareholders needs to be taken.
  • They need to fix the time and the date of the Extraordinary General Meeting to be called upon. The notice of the same needs to be given to the shareholders.
  • After sending he same notices, special resolution needs to be passed in same meeting.
  • Then the filling compliances comes into picture. They need to file 2 forms to ROC.
  • Form INC – 22 needs to be filed with the same attachments as prescribed previously.
  • Form MGT-14 also needs to be filed within 30 days of the special resolution being passed. This form is to be filed for alteration in the memorandum clause.
  • The documents required for the change are notice of the EGM, Copy of the Special Resolution passed, and also the copy of board resolution.

Penal Provision for violating the provision:

If the officer founds any default in the non compliances of the provision, then company and the officer in default would be liable for Rs. 1,000 per day but not exceeding Rs. 1,00,000.

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