Shift Registered Office Within explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
To shift the registered office within the same city, town or village, pass a Board resolution approving the new address, arrange the utility bill, rent agreement and owner's NOC, and file Form INC-22 with the Registrar within 30 days. No special resolution or Regional Director approval is required.
Overview
The registered office is the company's official address for all communications and where its statutory registers are kept. When a company relocates within the same city/town/village — the simplest type of shift — only a Board-level process and a single ROC filing are needed.
When It Is Required & Legal Basis
Section 12 of the Companies Act, 2013 read with Rule 25/27 of the Companies (Incorporation) Rules, 2014 requires that any change in the situation of the registered office be notified to the Registrar in Form INC-22 within 30 days. A shift within local limits does not alter the MOA and needs no member approval.
Step-by-Step Process
- Finalise premises. Identify the new address within the same city and arrange the lease/ownership papers.
- Collect proofs. Obtain a utility bill (electricity/telephone) not older than 2 months, the rent agreement and the owner's NOC.
- Board resolution. Pass a Board resolution approving the change of address and authorising the filing.
- File INC-22. File Form INC-22 with the address proofs within 30 days of the shift.
- Update records. Update the address on the board outside the office, letterheads, GST, bank and statutory registers.
Forms, Attachments & Fees
| Form | Purpose | Timeline |
|---|---|---|
| INC-22 | Notice of change of registered office | Within 30 days of shift |
Attachments: recent utility bill, rent agreement/ownership proof, and NOC from the owner. MCA filing fee for INC-22 depends on the authorised-capital slab (₹200–₹600 for most private companies).
Timeline & Due Dates
Form INC-22 must be filed within 30 days of shifting. There is no separate approval process for a same-city move; the change is complete on registration of INC-22.
Penalty for Delay / Non-compliance
Under Section 12(8), default in complying with the registered-office provisions attracts a penalty of ₹1,000 per day of continuing default, up to a maximum of ₹1,00,000, on the company and every officer in default.
Practical Tips
- Ensure the utility bill is in the owner's name and matches the NOC and rent agreement address exactly.
- File INC-22 promptly — the daily-penalty clock makes delay expensive.
- Intimate GST, EPFO/ESIC, banks and clients of the new address to keep correspondence flowing.