Company · Structural change
We're moving the registered office — same city, new state, what applies?
The short answer
The paperwork scales with the distance. Within the same city: board resolution and INC-22 within 30 days. City to city within the same ROC: add a special resolution. Crossing into another state (or another ROC's jurisdiction): the MoA must be altered and the Regional Director must approve through INC-23 — with creditor/objection process — before INC-22 lands. Each tier includes everything the smaller tier required.
What gets filed with MCA
Notice of situation/change of registered office — 30 days from the change
Section 12, Companies Act 2013
Application to the RD to shift registered office (state/ROC change)
Section 13(4), Companies Act 2013
Special resolution filing where the move needs one
Section 117, Companies Act 2013
The paperwork nobody tells you about
Statutory formats that never touch the MCA portal — but an ROC inspection or due diligence will ask for every one of them.
Utility bill + NOC from owner / rent agreement attached to INC-22
Rule 27, Companies (Incorporation) Rules, 2014
For interstate shifts — advertisement and creditor notice ahead of the RD hearing
Rule 30, Companies (Incorporation) Rules, 2014
The sequence
- 1Classify the move: same city / same ROC / new state-ROC
- 2Pass the required resolution(s); file MGT-14 if special
- 3Interstate: run the INC-23 RD process (advertisement, creditors, hearing)
- 4File INC-22 within 30 days of the effective change with premises proof
- 5Update PAN, GST, bank, and every statutory registration carrying the address
Do it with us — or check it yourself first
Questions founders actually ask
Can the registered office be a home or co-working space?
Yes, with ownership proof or the owner's NOC. It must be capable of receiving official communication — that's the legal function of the registered office.
Why is the interstate move so much heavier?
Because it alters the MoA and changes which ROC supervises you — creditors and the outgoing state get a chance to object, so the RD process exists to hear them before approving.
What breaks if we skip INC-22?
Statutory notices go to the old address and are deemed served; penalties accrue for the continuing default; and the mismatch surfaces in INC-22A ACTIVE tagging and every KYC pull.
Last verified 2026-08-24 against MCA V3 records and ICSI reference material. Form-level deadlines and penalties live on the linked form pages and update there.