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Change in Office Address, Post Incorporation

The process to change registered office from one state to another:

In order to change registered office from one state to another:

  1. You need to first conduct a board meeting and pass a Board Resolution.

  2. Then conduct a general meeting and pass a Special Resolution.

  3. After that, upload and file form INC-23 and MGT-14 along with Special Resolution and an explanatory statement on the website of MCA within 30 days.

  4. Post which Central Government (NCLT) will send a confirmation for such change to the company (the Central Government will pass the approval within 60 days from the receiving of such application from the company and after receiving the consent of all the stake holders).

  5. After that, you need to upload and file the confirmation from the Central Government/NCLT in form INC-28 with the RoC within 30 days from the date of such approval from the Central Government/NCLT. Thereafter the company can change its Memorandum.  


Attachments to be produced with form INC-23:

  • As per rule 30-31 of Companies (incorporation) rule 2014; form INC-23 needs to be filed by the company with the Regional Director along with the application for the change in registered office

  • As per rule 30-31 of Companies (incorporation) rule 2014; latest list of creditors and debenture holders including their name and address; and the nature and the amount due to them

  • As per rule 30-31 of Companies (incorporation ) rule 2014; the company needs to publish a notice in form INC-26 in the daily newspaper published in English and in the local language of that district in which the registered office is situated within 14 days

  • As per rule 30-31 of Companies (incorporation) rule 2014; the company needs to issue a notice to ?the stake holders such as (debenture holders; creditors; depositor etc.) who is likely to be affected by such change in registered office and intimate his interest and grounds of opposition with the Central Government/NCLT within 21 days from such date of intimation.

  • As per rule 30-31 of Companies (incorporation) rule 2014; INC-28 needs to be filed with the ROC of both the states within 30 days after receiving the approval from Central Government/NCLT


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