The registered office is the official "address of record" of every company, LLP, and Section 8 entity in India — the address recorded with the Ministry of Corporate Affairs (MCA) on the Certificate of Incorporation, where statutory communications, RoC notices, summons, and legal correspondence are validly served. Under Section 12 of the Companies Act 2013, every company must have a registered office within 30 days of incorporation and at all times thereafter. Any subsequent change — within the same city, from one city to another within the same RoC jurisdiction, from one RoC to another within the same state, or from one state to another — is governed by Section 12 (intra-jurisdiction) and Section 13(4) read with Section 13(7) (inter-state) of the Companies Act 2013, and the Companies (Incorporation) Rules 2014, and triggers a sequence of board / member resolutions, MCA filings (INC-22, INC-23, MGT-14, INC-28), and downstream registry / tax updates.
Our registered office change services handle the full process for Private Limited Companies, Public Limited Companies, OPCs, Section 8 (NPO) Companies, LLPs (Form-15 under LLP Act), and Foreign Subsidiaries — covering all four scenarios: (i) change within local limits of same city / town / village via board resolution and Form INC-22; (ii) change from one city to another within the same RoC jurisdiction via special resolution + INC-22 + MGT-14; (iii) change from one RoC jurisdiction to another within the same state via Regional Director (RD) approval in Form INC-23, advertisement, and Form INC-28; and (iv) change from one state to another via RD approval, MoA alteration, advertisement in 2 newspapers, creditor / employee NoC, and INC-22 / INC-28 sequence. We also handle the complete downstream change-management dossier across PAN, GST, TAN, EPFO, ESIC, IEC, RBI / FEMA, MSME / Udyam, professional licences, RERA, FSSAI, Shop Act, banks, IP records, contracts, signage, and stakeholder communications — ensuring the address change is clean, compliant, and reflected everywhere it needs to be.
Change of address within same city / town / village (e.g., from one Mumbai address to another) — board resolution + Form INC-22 only; no special resolution needed.
Change from one city to another within the same RoC jurisdiction (e.g., Mumbai to Pune under RoC Mumbai) — special resolution + MGT-14 + INC-22.
Change from one RoC's jurisdiction to another within the same state (e.g., RoC Mumbai to RoC Pune in Maharashtra) — Regional Director approval via Form INC-23.
Change from one state to another (e.g., Maharashtra to Karnataka) — most complex; Sec 13(4) MoA alteration + RD approval + advertisement + creditor / employee NoC.
For LLPs, registered office change is governed by Sec 13 of LLP Act 2008 — Form 15 filing with consent of partners and (for state change) consent of secured creditors.
Section 8 (NPO) office change — same Sec 12 / 13 framework, additional Charity Commissioner intimation in some states (e.g., Maharashtra Public Trusts Act overlap).
Every company must have a registered office capable of receiving and acknowledging communications within 30 days of incorporation, and at all times thereafter.
Form INC-22 is the standard form to notify any change of registered office to RoC — must be filed within 30 days of the change taking effect.
Form INC-23 is the application to the Regional Director (RD) for approval of change from one RoC jurisdiction to another (within state or inter-state).
Form INC-28 is used to file the RD's order (approving the office change) with the RoC — pre-condition for the new INC-22.
Inter-state office change requires alteration of the MoA's "State" clause via special resolution + RD approval — under Sec 13(4) and 13(7).
For inter-state / inter-RoC change, mandatory advertisement in (a) one English newspaper and (b) one vernacular newspaper of the district where office is located.
For inter-state change, NoC / declaration covering secured creditors, debenture holders, and employees is required — protecting their interests.
On inter-state change, the state-code portion of the CIN updates upon migration — even though the company's identity continues. New incorporation certificate is issued.
Board resolution drafting, premises NoC, utility bill, and Form INC-22 filing within 30 days — fastest scenario, typically closed in days.
Special resolution drafting, EGM, MGT-14 within 30 days, INC-22 filing, and address-proof compilation within RoC jurisdiction.
RD application via Form INC-23, advertisement, creditor / member objection management, RD hearing, and INC-28 / INC-22 closing.
Sec 13(4) MoA alteration, special resolution, advertisement, creditor / employee NoC, RD application, RD hearing, INC-28, and INC-22 closure.
LLP Sec 13-aligned office change — partner consent, secured creditor NoC, Form 15 filing, and supplementary LLP agreement update.
Section 8 office change with Charity Commissioner intimation, FCRA / 12AB address updates, and donor communication management.
Lease / leave-and-licence agreement, NoC from owner, utility-bill verification, and address-proof compilation for INC-22 attachment.
Board resolution, EGM notice, explanatory statement, special resolution, and minutes for office-change scenarios that require shareholder approval.
Drafting of INC-23, supporting affidavits, advertisement publication, creditor / objector representation, and hearing before Regional Director.
Downstream PAN, GST, TAN, EPFO, ESIC, MSME / Udyam, IEC, and FEMA filings for the new registered-office address.
Bank A/C address update, FSSAI, Shop Act, Trade Licence, Pollution NoC, and other state-specific licence updates.
Customer / vendor / partner communication kit, signage, website / email / social-handle updates, and contractual address-of-notice change.
Lease has expired or you are moving to a new office space — INC-22 filing within 30 days of the change taking effect is mandatory.
Expanding to a new state / city and the new location is becoming the principal place of business — registered office must be aligned.
Shifting registered office to GIFT IFSC, SEZ, or another favourable state for tax / regulatory / cost benefits.
Founders / management have relocated to another city or state — registered office is being aligned with where the business is actually run.
Pre-fundraise / pre-IPO clean-up requires the registered office to be aligned with the principal place of business as per due diligence.
Moving from a virtual / co-working address to a permanent office (or vice versa), or shifting from one virtual provider to another.
RoC has issued notice for non-receipt of communication or undelivered mail — urgent address rectification and INC-22 filing required.
Family settlement, demerger, or partnership restructuring has resulted in change of operating location — registered office to be moved.
Identify case (same city / different city same RoC / inter-RoC same state / inter-state) and applicable Sec 12 / 13 path.
Board resolution, EGM (where required), special resolution, MGT-14 filing, and member / creditor / employee NoCs.
INC-22 / INC-23 / MGT-14 filing as relevant; advertisement and RD application for inter-RoC and inter-state cases.
RD hearing, order receipt, INC-28 filing of order, and final INC-22 with new address — closing the MCA leg.
PAN, GST, TAN, EPFO, IEC, MSME, banks, FSSAI, Shop Act, IP, contracts, signage, and stakeholder communication.
Partner with our registered-office-change specialists for Sec 12 / 13 advisory, INC-22 / INC-23 / INC-28 filing, RD application & hearing, inter-state migration, and full downstream PAN / GST / IEC / bank rollout.
Talk to a Registered Office Expert