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Change in Location of a Registered Office

Courtesy/By: Shruti Singh | 2020-12-30 10:44     Views : 343

A place of business defines the identity of a business entity and its domicile. In a company, this primary location of a business is the registered office, and in the case of a partnership or other business form, it is called the head office.

 

A company may require changing its registered office in the course of business for many reasons. It may be due to shifting operations from one place to another, relocating offices within the same city, etc. Since a company is an entity, every change entails compliance with laws and the filing of documents. 

 

Under the Companies Act (the Act), a company must keep the RoC informed of the location of the registered office of the company. The Board of Directors of the company determines the registered office address within the state at the time of incorporation. The same has to be mentioned in clause II in the Memorandum of Association(MOA) under section 4(1)(b) the Act. 

Change in the location within the same city/town/village

To implement the change, the Board of Directors shall pass a resolution, and an intimation of change shall be submitted to the ROC in e-Form INC 22 within thirty days of such change.

Change in office address to another State or Union Territory

To implement change in office address to another State or Union Territory, the company shall perform the following steps:

  • A company must seek approval from the Board and fix a date, venue, and time for holding a general meeting to obtain the shareholder approval. 
  • The notice of such meeting requires the Board approval before sending it to the member. In the case of listed companies, the company shall send six copies of the notice sent to members for a general meeting to the stock exchanges where the company shares are listed.
  • A company should hold the general meeting and get the shareholder approval by passing a Special Resolution subject to confirmation by the Central Government. In the case of listed companies, the Special Resolution requires passing through a postal ballot process.
  • A company must file a certified copy of the Special Resolution and the explanatory statement. The company must also file the altered copy of the MOA with the ROC in the e-Form MGT-14, along with the prescribed filing fee as per the Companies (Registration Offices and Fees) Rules, 2014. These copies require filing within thirty days from the date of the meeting.
  • A company should authorize several directors or company secretary to file an application/petition to the Central Government in the e-form INC-23 and appoint an advocate to assist the proceedings.

 

This Article Does Not Intend To Hurt The Sentiments Of Any Individual Community, Sect, Or Religion Etcetera. This Article Is Based Purely On The Authors Personal Views And Opinions In The Exercise Of The Fundamental Right Guaranteed Under Article 19(1)(A) And Other Related Laws Being Force In India, For The Time Being.

Courtesy/By: Shruti Singh | 2020-12-30 10:44