What is Registered Office Change?
A company's Registered Office is the official address legally registered with the Registrar of Companies (ROC) — where all formal government correspondence, legal notices, and ROC communications are sent. This address appears in the company's MOA and AOA. A Registered Office Change is the formal process of updating this address with the ROC.
The process complexity depends on the nature of the change — ranging from a simple Board Resolution (same city) to full Regional Director approval (inter-state). All changes require filing Form INC-22 with the ROC.
Four Types of Registered Office Changes
| Type | Approval Needed | Key Form | Timeline |
|---|
| Within same city/town | Board Resolution only | INC-22 (within 15 days) | 2–3 weeks |
| Different city, same ROC | Special Resolution | MGT-14 + INC-22 | 3–4 weeks |
| Different ROC, same state | Special Resolution + Regional Director | MGT-14 + INC-23 + INC-22 + INC-28 | 2–3 months |
| Different state | Special Resolution + Regional Director + Creditor NOC | Full set + newspaper ads | 4–6 months |
Requirements for Inter-State Office Shift
Moving registered office to a different state is the most complex scenario requiring:
- Special Resolution + Board Resolution
- Individual notices to all creditors and debenture holders (14+ days before hearing)
- Newspaper advertisement in English + vernacular papers (14 days prior)
- Notification to ROC, SEBI (if listed), and Chief Secretary of both states
- Form INC-23 application to Regional Director
- Regional Director order (15 days if no objections, 60 days if objections)
- Filing Forms INC-28, MGT-14, and INC-22 sequentially
Post-Change Updates Required
- Update bank accounts with new address
- Update GST registration (change of address)
- Update company letterhead, seal, and signboards
- Inform government/statutory authorities (EPF, ESIC, labour department)
- Update all business contracts and agreements
- Update MCA statutory registers
