Board Resolution for Registered Office Change

Board Resolution Format for Registered Office Change

All companies and LLPs registered in India are required to have a registered office in India during the existence of the company. All official communication pertaining to a company is usually sent to the registered office of the company. Hence, any change of registered office must be approved by the Board of Directors and intimation must be filed with the Registrar of Companies. The following Board Resolution formats can be used for change of registered office of a company.

Change of Registered Office within State

For change of registered office within the same state, the following Board Resolution format can be used:

RESOLVED that the registered office of the Company be shifted from <Old Registered Office Address> to <New Registered Office Address>, with effect from <Date>.

RESOLVED FURTHER that the Secretary of the Company be and is hereby authorised to file the necessary return with the Registrar of Companies, <ROC State> pursuant to section 12(4) of the Companies Act, 2013.

RESOLVED FURTHER that change in the place of registered office of the Company be made in the name plates or board affixed at the registered office oas also in the letter heads, official publications, documents, etc., pursuant to the provisions contained in section 12 of the Companies Act, 2013.

Procedure for changing registered office within state

Change of registered office within the same city, town or village does not require the consent of the members of the company at a general meeting.

A notice of change of registered office within the same state must be filed with the MCA within 30 days of change.

Know more about procedure for change of registered office.

Change of Registered Office to Another State

For change of registered office to another state, the following Board Resolution format can be used:

RESOLVED that pursuant to section 12 of the Companies Act, 2013 and subject to the confirmation of the Regional Director, the registered office of the Company be shifted from <Old Registered Office Address> to <New Registered Office Address>.

RESOLVED FURTHER that the Board of Directors of the Company be and is hereby authorised to carry out the said change subsequent to the confirmation of the Regional Director as they deem fit and proper.

Procedure for changing registered office outside state

In case of change of registered office to a place outside the state, a general meeting must be conducted and a special resolution must be passed for the change of registered office in the format provided above.

In addition to the resolution, atleast 1 month prior to the date of filing of application, the company must publish a notice in a vernacular newspaper in the principal vernacular language in the district in which the registered office of the Company is situated, and atleast once in English language in an English newspaper circulating in that district.

Also, the company must serve individual notice to each debenture holder, depositor and creditor of the company, clearly indicating the proposed change of registered office of the company to another state and state that any person whose interest is likely to be affected by the proposed alteration of the memorandum may intimate his nature of interest and grounds for opposition to the Regional Director with a copy to the company within 21 days of the date of publication of that notice.

To change registered office of your company, visit IndiaFilings.

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