Change Registered Office

Change of Office Within the Same City:

The compliances for change of registered office of a company within the local limits of the same city, village or town are as follows:

The company will have to hold a Board meeting and pass a Board resolution for changing the registered office.
Form INC-22 needs to be filed with the ROC within fifteen days of passing the Board resolution.

Same State, Different Jurisdiction:

In a case where the company wants to change the registered office within the same state but different from the jurisdiction of one ROC (Registrar Of Companies) to the other ROC, it has to apply for the approval of the Regional Director (RD) in the manner prescribed in form INC- 23 along with the necessary documents such as special resolution. Once the Regional Director confirms this change, it has to file the same confirmation the ROC within 60 days. The ROC shall confirm the change of the address within 30 days of the filing.

Change of Office Outside the City but Under Different ROC:

The compliances for change of registered office from one state to another state are as follows:

The company needs to conduct a Board meeting and pass a resolution for calling EGM and alter the MOA through a Special Resolution. 
In the EGM, the company needs to pass a Special Resolution for changing the registered office from one state to another state and altering the MOA of the company.
Form MGT-14 must be filed with the ROC within thirty days of passing the Special Resolution to change the registered office and alter the MOA.
The company should file Form INC-23 to the Regional Director for obtaining approval of the Central Government to shift the registered office from one state to another state and alter the MOA.
Before one month of filing the application with the Regional Director, the company should: 
Publish a notice of change of office in a daily English newspaper and in the principal language newspaper of that district in which the registered office of the company is situated.
Serve individual notice on each depositor, debenture holder and creditor of the company stating that if their interest is likely to be affected by the proposed alteration of the MOA, they can intimate their nature of interest and grounds of opposition to the Regional Director within twenty-one days from the publication date of the notice.
If there are no objections, the Central government will dispose of the application for change in the registered office within sixty days. 
Once the Regional Director approves the change, the company needs to file the approval with the ROC in Form INC-22 within sixty days from the date of approval. 
The approval given by the Central Government for a change of office address should be filed in Form INC-28 with the ROC of both states in which the old and new registered offices are situated.

Compliance After ROC Approval for Change in Registered Office:

The compliances that a company needs to follow after changing its registered office upon receipt of approval of ROC are as follows:

The company can issue a general notice by way of an advertisement in a newspaper informing all the members and stakeholders about the change of the company’s registered office.
Printing of new MOA and changing the address of the company’s registered office outside of every office, building, etc., where it carried on the business, in legible letters and conspicuous position. 
Substitute the old address printed on all business letter-heads, letters, invoices, billheads, receipt forms and other official publications with the new address.
Update the new registered office address with all the banks and financial institutions where the company is having bank accounts.
File application with the Income Tax Authority for updating the company address in TAN and PAN. 
Update the company’s new address with its utility service providers like telephone and internet connections, electricity providers, etc., in the company name. 
Update the company’s new address with government authorities like Customs Authorities, Central Excise Authorities, GST Department