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Change Registered Office Online

Every company must have a registered office that can receive communications (section 12 of the Companies Act, 2013). A change has to be notified to the Registrar in Form INC-22 within 30 days, and a move to another Registrar's jurisdiction or to another State needs Regional Director approval first.

How a registered office change works and the law behind it

Section 12(1) of the Companies Act, 2013 requires every company to have a registered office capable of receiving communications. Under section 12(4) notice of any change goes to the Registrar within 30 days of the change (the period was 15 days until it was substituted with effect from 27 July 2018).

Four kinds of move, four routes

The route depends on where the new office is.

  • Within the same city, town or village: Board resolution
  • Outside the local limits, same Registrar's jurisdiction: Special resolution (section 12(5)); we confirm whether MGT-14 is also filed
  • Different Registrar's jurisdiction, same State: Special resolution, filed in MGT-14
  • Another State: Special resolution altering the Memorandum, filed in MGT-14

Who this is for and what to watch for

Companies only: The applicant is the company, and a director signs the forms with a Digital Signature Certificate.

  • Companies only
  • Not the same as a GST or branch address
  • A bar on moving to another State
  • Older companies and the ACTIVE tag
  • The office must be reachable

Government fees and stamp duty

MGT-14 fee by nominal share capital, from the Fees Rules.

  • INC-22: ₹200 to ₹600 by nominal capital, the same slab as MGT-14 (we confirm)
  • INC-23 and INC-28: Confirmed before filing
  • MGT-14, nominal capital below ₹1 lakh: ₹200
  • MGT-14, ₹1 lakh to under ₹5 lakh: ₹300
  • MGT-14, ₹5 lakh to under ₹25 lakh: ₹400
  • MGT-14, ₹25 lakh to under ₹1 crore: ₹500

Documents you need

The applicant is always the company.

  • Registered title deed in the company's name
  • Notarised lease or rent agreement
  • Authorisation from the owner or occupant, with proof of ownership
  • Utility bill in the owner's name
  • No-objection certificate from the owner

How the change works

Time limits

The Registrar does not commit to a fixed processing time for INC-22, so we do not quote one.

  • Form INC-22: Within 30 days of the change
  • Form MGT-14, for a special resolution: Within 30 days of passing the resolution
  • Form INC-28: Within 30 days of receiving the certified copy of the order
  • Another State: order: Within 15 days if there are no objections, 60 days if there are
  • Another State: decision: Central Government decides within 60 days
  • Registrar's certificate: Within 30 days

Work out your INC-22 date

Enter the day the registered office changed.

Work out your INC-28 date

For a move that needs a Regional Director's order.

What a late filing costs

A company that files INC-22 or PAS-3 late on two occasions within 365 days pays a higher additional fee of 3, 6, 9, 15 or 18 times the normal fee. Section 12(8) also makes the company and every officer in default liable to a penalty; we confirm the amount before filing.

  • Up to 30 days: 2 times
  • More than 30 days, up to 60 days: 4 times
  • More than 60 days, up to 90 days: 6 times
  • More than 90 days, up to 180 days: 10 times
  • More than 180 days: 12 times

Defects to avoid

Each point follows from a condition in the Act or the rules.

  • The utility bill is older than two months, or the rent receipt is older than one month.
  • Proof of ownership, or the owner's no-objection certificate, is missing for premises the company does not own.
  • Creditor and debenture-holder lists are missing from a move to another State.
  • INC-22 or INC-28 is filed after the 30-day limit.
  • A move to another State is attempted while an inquiry or prosecution is pending.
  • INC-22 is attempted for an older company that is tagged ACTIVE non-compliant, before INC-22A is filed.

What StampMitra does for you

Pick the right route for your move: Within the city, within the State, another Registrar or another State.

  • Pick the right route for your move
  • Draft the resolutions
  • File INC-22 or the approval application

How it works

  1. Board resolution Approve the change of the registered office.
  2. Special resolution, if needed Pass it for a move outside the local limits, another Registrar or another State, and file MGT-14.
  3. Apply to the Regional Director File INC-23 where the Registrar or State changes.
  4. File the order in INC-28 File within 30 days of the order.
  5. File INC-22 Notify the Registrar within 30 days of the change.

Frequently asked questions

What is the deadline to notify the Registrar?

Form INC-22 within 30 days of the change (section 12(4)). Some websites still show 15 days, which was the earlier limit. We advise filing early.

How old can the utility bill be?

Not older than two months, in the owner's name: telephone, gas or electricity.

How old can the rent receipt be?

Not older than one month, with a notarised lease or rent agreement.

Which documents prove the new address?

Any one of: a registered title deed in the company's name, a notarised lease or rent agreement with a recent rent receipt, an authorisation from the owner or occupant with proof of ownership, or a utility bill in the owner's name. If the premises are not owned, an owner's no-objection certificate is also needed.

Do I need a special resolution to move within the same city?

No. A move within the local limits of the same city, town or village is approved by a Board resolution, and INC-22 is filed.

Do I need approval to move to another State?

Yes. It needs a special resolution, an alteration of the Memorandum and the Regional Director's approval through INC-23, then INC-28 within 30 days of the order.

Does the 2026 reorganisation of Registrar areas matter?

Yes, for some moves. A move between two Registrar areas of the same State, for example two Delhi or two Mumbai areas, is a change of Registrar and follows the Regional Director route. Delhi to Haryana is now a change of State. We map your district to the Registrar before we choose the route.

Can an older company move its registered office if it never filed INC-22A?

A company incorporated on or before 31 December 2017 that is tagged ACTIVE non-compliant cannot have INC-22 recorded until Form INC-22A is filed. We check the tag first and can add INC-22A to the work (we confirm the present position).

What is Form INC-28?

It is the filing of the Regional Director's order with the Registrar, due within 30 days of the order.

Can a company move to another State during a prosecution?

No. Rule 30 does not allow a shift to another State while an inquiry, inspection, investigation or prosecution is pending.

What is the deadline for MGT-14?

Within 30 days of passing the special resolution (section 117), not a range of 15 to 30 days.

Is it just three easy steps?

For a move within the same city it is short: a Board resolution and INC-22. A move to another Registrar or State involves a special resolution, Regional Director approval and further filings.

What do I update after the move?

PAN, TAN, GST, bank accounts and licences should all carry the new address.