SECTION 12- REGISTERED OFFICE OF COMPANY
BY SUSHMA GOWDA
INTRODUCTION
Section 12 Registered office of Company under Companies Act 2013 which came into effect from 1st April 2014.
Substituted by the Companies (Amendment) Act,2017- Amendment Effective From 27th July 2018
In section 12 in sub-section (1), for the words "on and from the fifteenth day of its incorporation", the words "within thirty days of its incorporation" shall be substituted.
Every Company shall paint or Affix its name, and the address of its registered office outside of every office or place where business is carried on.
Get its name, address of its registered office and Corporate Identity Number along with telephone number, fax number, etc.. should be printed in companies business letters, billheads, letter papers including hundies, promissory notes etc..
REGISTERED OFFICES IN INDIA.
There are almost 22 Registrar of Companies(ROCs) and in the case of Tamil-Nadu and Maharashtra there are more than one Registered offices of companies such as Pune and Mumbai (ROCs) in Maharashtra.
CHANGE IN REGISTERED OFFICE
If there is change in registered office it must be notified to Registered Office of Company within period of 15 days from the date of change
As per section 117 of Companies Act 2013 every board resolution, special resolution must be filed within the period of 30 days from the date it was passed
Special Resolution need to be sent to Registered office of Company if there is any change in address of existing company or other company, outside the local limits of any city, town or village.
Change in Office address from one jurisdiction to another within state it should get confirmed by Regional director within the period of 60 days and certify it within period of 30 days.
It isn’t necessary that property should be Commercial or industry, it is okay if it residential one
FORM INC-22 They should file FORM INC-22 for Temporary address within period of 15 days from the date of incorporation.
PUNISHMENT FOR THE CONTRAVENTION
If any default has been conducted by the officer of company then they are punishable with fine which shall not be less 1000rs per person but this shall not get extended beyond 100000rs.
Registered office of Company can file a petition for winding up of company
DOCUMENTS
Promoter of the Company or Limited Liability Partnership must declare the registered office of company during incorporation and maintain documents at their registered office or any other place as informed to Registered office of Company.
No Company can come into existence without getting approved from registered office of company. Registered office after going through the statutory process may ask for the Documents from promoter of the Company to register their office under the territorial jurisdiction.
The following documents need to be submitted by the promoter
1) MOA( Memorandum of Association)
2) AOA ( Articles of Association)
3) Pre incorporation Documents
4) Agreement of Appointing Director of the company.
WORK OF REGISTERED OFFICE OF COMPANY
Following Information or documents need to be send to Registered office of the company
Electricity bill or water bill (Utility bill)
Non-objection certificate from Landlord /employer etc..
Rental or Lease Agreement
Property Agreement with Tax receipt etc..
Registered office Address which is mentioned by the company should not be vacant or under Construction.
Limited Liability Partnership must comply with the same provision as mention in the Companies Act 2013.
CERTIFICATE
After scrutinizing all the documents company gets the Certificate of Incorporation if they complied with all the rules of incorporation. In certain situation one get certificate of commencement.
REPORTING
Registered office of Company on time to time basis report the information of the company and documents to the government through ministry of corporate affairs( MCA ) such as Annual Return filing, appointment/resignation of auditor, Allotment of shares, Resignation of directors ETC..
