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The Steps Involved in Changing The Registered Office From One State to Another State:-

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The Steps Involved in Changing The Registered Office From One State to Another State:-

1. Call for a board meeting to decide on the change in the domicile clause.

2. In the board meeting fix up the date, time, place of the general meeting and approve   the notices for this purpose, send the notices, hold the meeting and pass special resolutions.

3. After taking the approval of the members, file a certified copy of the special resolution along with the explanatory statement in MGT-14 within 30 days to ROC.

4. Publish a general notice in at least one regional language newspaper and one English language newspaper circulated in the area in which registered office of the company is situated clearly stating the substance of the petition.(INC-26)

5. Send individual notices to all creditors/debenture holders of the company.

6. The Company shall make an application in e-form.INC-23, along with a fees as prescribed under companies (Registration Offices And Fees ) Rules, 2014 to the Central Government (Power delegated to Regional Director) for its approval, upon which Central Government will fix up a date of hearing.

7. Form GNL-1 Application to ROC need to be filled to the ROC of the earlier State.

8.The company, in order to invite objections and which the Central Government will consider before deciding on application, shall at least fourteen days before the date of hearing.

9. Serve a copy of the notice along with a petition to the Chief Secretary to the Government of the State where the registered office of the company is situated or to the Administrator/Lt. Governor of the Union Territory where the registered office is situated in the Union Territory.

10. A hearing may take place at the C.G office at which creditors, if any, and the representatives of the company are heard before making any order.

11. After receiving the C.G order for shifting the registered office, the company is required to file certified copy of the order with the ROC along with Form No. 28 within 30 days of receipt of certified copy along with the printed copy of the memorandum of association .

12. A certified copy of the order from the ROC within one month of the date of filing must be obtained.

13. The certified copy of the order should be filed with the ROC of the new state within one month of the date of the filing along with the certified copy of the memorandum of association.

14. The ROC of the new state i.e. at which registered office will be shifted will issue a fresh certificate of incorporation which will be conclusive evidence of the shift of registered office.

15. File Form No. 22 within 15 days to the new ROC for the situation of the registered office.

16. Necessary changes are required to be made in the letter heads, books, records etc. of the company.

17. Arrange to adopt new common seal of the company.

Required Document regarding above activities, provided by the Directors of the
company:-

1. Name of the company
2. Details of the Directors
3. Copy of MOA & AOA
4. List of the Creditors with full address
5. List of the Shareholders
6. Affidavit by the director (Format will send you)
7. NOC of the All Creditors
8. NOC of the Company Banker
9. Annual return of the Current Year
10. DSC (Digital Signatory Certificate) of one director