Every legally established company in India must maintain a registered office address with the Registrar of Companies (ROC). This is your official business address where all legal notices, government communications, and court documents are sent. When a company relocates, it must legally change the registered office address through the Ministry of Corporate Affairs (MCA). Simply moving the office without updating the registered address details with the MCA creates a compliance violation.
Changing the company’s registered address is a regulated process under the Companies Act, 2013, and rules vary by relocation distance. The procedure for a Private Limited Company differs from that of an LLP or a partnership firm. Many businesses face MCA notices later because they update the ROC address but forget to change the same address in GST and bank records.
This guide covers the complete process for all three business types, including their forms, timelines, and documents required.
What is a Registered Office Address, and When Do You Need to Change It?
When you register a company in India, you must provide a registered office address to the Registrar of Companies (ROC) or the relevant authority. This address becomes the official business address recorded in government records. Government departments use this address to send legal notices, tax communications, court documents, and other official correspondence.
A business may need to change the company’s registered address for several practical and legal reasons. When the business grows, relocates, or changes its operating strategy, the registered office address should be updated with the relevant authority.
Here are the most common reasons:
- Business expansion: Companies often change the registered office address when they move to a larger office space.
- Cost reduction: Businesses may shift to a more cost-effective location to reduce rent and operational expenses.
- Better market access: Some companies move closer to customers, suppliers, or commercial hubs for smoother operations.
- Access to skilled workforce: Businesses may relocate to cities with better talent availability and industry support.
- Lease expiry or landlord issues: A company may need to shift when the lease ends or disputes arise with the property owner.
- Inter-state expansion: Founders often move operations to another state to enter new markets or improve tax planning.
- Operational restructuring: Businesses may centralize departments and move the registered office for better management control.
Failure to update the address can lead to penalties, missed notices, and even company strike-off action under Section 248.
Types of Registered Office Address Change in India
Under the Companies Act, 2013, the process to change the registered office address depends on where the new address is located. There are four scenarios, each with a different level of complexity and a different set of approvals required:
| S.No | Type of Change | Approval Required | Key Forms |
| Case 1 | Within the local limits of the same city, town, or village | Board Resolution only | Form INC-22 (within 15 days) |
| Case 2 | Different city in the same ROC jurisdiction | Board Resolution + Special Resolution (EGM) | Form MGT-14 + Form INC-22 |
| Case 3 | Different ROCs within the same state | Board Resolution + Special Resolution + Regional Director approval | Form MGT-14 + Form INC-23 + Form INC-28 + Form INC-22 |
| Case 4 | A different state entirely | Board Resolution + Special Resolution + Regional Director approval + newspaper advertisement + creditor notice | Form MGT-14 + Form INC-23 + Form INC-28 + Form INC-22 + altered MOA |
Some businesses also renew their branding or legal details during an office shift. If you also plan to rebrand during relocation, use a company name availability tool to check your business name.
How to Change the Registered Address of a Private Limited Company?
The process follows Section 12 of the Companies Act, 2013, and Rule 27 of the Incorporation Rules. Businesses that completed Private Limited Company Registration are required to follow this process whenever they shift their registered office:
Step 1: Hold a Board Meeting: Issue notice to all directors at least 7 days before the meeting, as required under the Secretarial Standards or the Articles of Association. Pass a board resolution to approve the change of the registered office address and authorize a director to complete the filing process. The resolution must mention the old address, the new address, and the reason for the change.
Step 2: Pass Special Resolution (if required): For shifts outside city limits or to another ROC, call an Extraordinary General Meeting (EGM). Give a 21-day notice to all shareholders along with an explanatory statement. Obtain shareholder approval by passing a special resolution with a three-fourths majority.
Step 3: File MCA Forms: File Form MGT-14 within 30 days of the special resolution, if applicable. Then file Form INC-22 with supporting documents to notify the change in registered office address. A CA, CS, or CMA must digitally certify the form before submission.
Step 4: Get Regional Director Approval (for inter-state shifts): File Form INC-23 with all required attachments, including the altered MOA. The Regional Director may hold a hearing if creditors, regulators, or other stakeholders raise objections within 15 days of the notice period. After approval, file Form INC-28 with the ROC of both states within 30 days.
Step 5: Update All Records: Update the new address on your letterhead, signboard, website, PAN, TAN, GST, and bank records. Also notify EPFO, ESIC, Shops and Establishment authorities, and trade license offices. This keeps annual compliance for the company properly aligned with the new address.
How to Change the Registered Address of an LLP?
To change the registered address of an LLP, the process is governed by the LLP Act 2008 and the LLP Rules, 2009:
Step 1: Pass Partner Resolution: Hold a meeting of designated partners and get written consent from all partners. Pass a resolution approving the change of registered address and the updated LLP agreement.
Keep proper minutes of this meeting for later reference and filing.
Step 2: Draft Supplementary Deed: Create a supplementary LLP agreement on stamp paper showing the new address. The stamp duty is ₹500 in most states, but it is recommended to check your local rate.
All partners must sign and notarize this updated deed before filing any forms.
Step 3: Publish Newspaper Notice (for inter-state shifts): For shifts to another state, publish a notice 21 days before filing. Use one English and one local language newspaper in the current district. This gives creditors time to raise objections if they have any concerns.
Step 4: File Form 3 and Form 15: File LLP Form 15 for notice of change within 30 days of the resolution. Then file Form 3 to update the LLP agreement with the ROC. For inter-state shifts, file Form 15 with both state ROCs.
Step 5: Obtain Creditor Consent (for inter-state shifts): Get written consent from all secured creditors before moving to another state. Attach this consent while filing Form 15 with both state ROCs. Unsecured creditors can raise objections through the newspaper notice process.
Step 6: Update All Records: After ROC approval, update the new address on PAN, TAN, GST, and bank records. Also update stationery, signboards, invoices, and LLP website with the new address.
Remember: Founders who completed LLP Registration must update the ROC (within 30 days) whenever the LLP changes its registered office.
How to Change the Registered Address of a Partnership Firm?
The Indian Partnership Act, 1932, governs the change of the registered address. Firms that completed Partnership Registration must also report any address change to the Registrar of Firms:
Step 1: Take Partner Consent: All partners must agree to the change of registered office address in the partnership firm format. Record this consent in writing with the signatures of all active partners.
Tip: A joint meeting with minutes is the best way to document this consent.
Step 2: Draft a Supplementary Deed: Execute a supplementary partnership deed on non-judicial stamp paper per state laws. Include the new business address and get it notarized with all partner signatures. This partnership deed becomes part of the original partnership agreement for legal purposes.
Step 3: File with Registrar of Firms: Submit the supplementary deed, original deed, and state-specific amendment form to the Registrar of Firms. Most states use Form II or Form V for address changes as per local rules. The Registrar verifies the papers and records the change in the firm register.
Step 4: Submit Supporting Documents: Attach the new address proof, utility bill, rent agreement, and NOC from the owner. Also submit partner KYC along with the firm’s PAN and registration certificate. The Registrar may ask for additional documents based on state-specific requirements.
Step 5: Update Other Records: Update the new address on the firm’s PAN, GST, bank accounts, and trade license. Also, update vendors, customers, and statutory authorities for smooth business continuity.
Board Resolution and Letter Format Registered Office Address Update
A board resolution for the change of registered office address must include certain essential details. It should mention the old address, the new address, and the effective date of the change.
Here is a sample of a board resolution for reference:
Documents Required for Registered Office Address Change with ROC
Like the documents required for company registration, address change filings also need proper legal documents and proof. The documents required are the same across all four types of address change, though some additional documents are needed for ROC jurisdiction changes and inter-state moves.
For all types of change:
- Board Resolution certified as a true copy
- Utility bill (electricity, water, or telephone) for the new address, not older than 2 months
- No Objection Certificate (NOC) from the property owner if the premises are rented or leased
- Rent agreement or lease deed if the premises are taken on lease
For changes requiring Special Resolution (Cases 2, 3, and 4):
- Certified true copy of the Special Resolution passed at the EGM
- Notice of the EGM with explanatory statement
- SRN of the Form MGT-14 filing
For inter-state changes only:
- Altered Memorandum of Association (with new state in Clause II)
- Proof of newspaper advertisement in English and the local language newspaper
- List of creditors and debenture holders with confirmation of notice
- Declaration by key managerial personnel confirming no outstanding dues
- RD order (filed in Form INC-28)
ROC Fees and Timeline for Registered Office Address Change in India
The cost of changing a registered office address differs from the cost of company registration. The government fee and approval timeline depend on the type of address change and the level of regulatory approval required:
| Type of Change | Government Fee | Approx. Timeline |
| Within the same city (Form INC-22) | ₹300 to ₹600 (based on share capital) | 7 to 10 working days |
| Different city, same ROC (MGT-14 + INC-22) | ₹600 to ₹1,200 | 15 to 25 working days |
| Different ROC, same state (INC-23 + INC-22) | ₹1,000 to ₹3,000 | 60 to 90 days (RD approval) |
| Different state (INC-23 + INC-28 + INC-22) | ₹2,000 to ₹5,000 | 60 to 90 days (RD approval) |
| LLP (Form LLP-15 or LLP-15 + LLP-3) | ₹1,000 to ₹5,000 (based on contribution) | 15 to 30 working days |
After the ROC approves the address change, the company must update all records. This includes:
- Updating the company’s PAN records with the Income Tax Department
- Updating the GSTIN address on the GST portal
- Updating bank accounts
- Informing the holders of the company’s DIN (Director Identification Number)
- Updating all stationery, websites, and correspondence
Check Company Registration Status on the MCA portal after filing to track the progress of your application.
How RegisterKaro Helps You Change a Company’s Registered Address?
Changing the company’s registered address requires accurate documentation, timely MCA filings, and close coordination with the ROC or Regional Director. Even a small error in forms or missed timelines can delay approval and may lead to late filing penalties under the Companies Act. RegisterKaro manages the entire process in a simple and structured manner, so businesses can complete the address change without compliance issues.
Our deliverables include:
- Drafting the Board Resolution and Special Resolution for the address change.
- Preparing all supporting documents and address proof requirements.
- Filing Form INC-22, MGT-14, INC-23, and INC-28 through the MCA V3 portal.
- Coordinating with the ROC or the Regional Director, wherever required.
- Tracking the application status until successful approval.
- Assisting with annual compliance for the company after the address update.
- Supporting updates in related statutory and business records.
Need support with changing your registered office address? Our experts help businesses prepare resolutions, file MCA forms, and secure ROC approvals without delays. Contact us today to change your company’s registered address smoothly and without any compliance risk.
