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Shifting of Registered Office

Mamta Batra (CS) (376 Points)

15 July 2009

What is the requirement of Law for shifting the registered office from Delhi to Gurgaon?

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7 Replies

Malav Shah (Company Secretary and AVP Legal) (171 Points)
Replied 15 July 2009

Ms. Mamta

I understand you are shifting registered office from Union Territory of Dehli to Gurgaon, Uttar Pradesh. There is change in state. You will have to pass special resolution and file petition u/s 17 with the CLB for approval.

Regards

Malav

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 15 July 2009

Find below the procedure for:

Shifting of the registered office to another State

A company may, by special resolution, alter the provisions of its Memorandum so as to change the place of its registered office from one State to another.

For change in the situation of the registered office from one State to another shall require the confirmation of the Company Law Board [Powers transferred to the Central Government vide the Companies (Second Amendment) Act, 2002] as it shall consider the alteration in the situation of the registered office clause in the Memorandum of Association of the company as per provisions of section 17 of the Companies Act, 1956.

(i) Obtain approval of the Board of directors, preferably at a Board meeting. At the same meeting the Board may consider and fix the date, venue and time for holding a general meeting to obtain the approval of members by special resolution and the Board will approve the notice of the general meeting and explanatory statement to be sent to the members;

(ii) hold a general meeting and get the approval of the members by way of special resolution subject to confirmation by the Company Law Board/Central Government;

(iii) file certified copy of the special resolution alongwith the explanatory statement with the Registrar of Companies in e-Form 23 under section 192 alongwith filing fees as per requirement of Schedule X to the Act within 30 days from the date of the meeting;

(iv) authorise severally a Director or the Company Secretary to take steps to move a petition to the Company Law Board/Central Government and take all actions in the matter.

Regards

RAHUL (Company secretary ) (226 Points)
Replied 15 July 2009

Dear friend

You want to change your reg. office dehli to Gurgaon you want to comply section 17 and take appoval of CLB if you want to any more help pl. mail. on my email id nitinagarwal113 @ gmail.com

Regard

CS NITIN

Rajesh Chheda (Head - Direct Taxation) (22 Points)
Replied 31 October 2009

Can somebody provide me with specimen advertisement for change of address of company within state but different ROC jurisdiction?

Gaurav Mishra (Management Trainee) (40 Points)
Replied 29 January 2011

Dear All,

I am in the process of shifting of Regd. Office from the State of Punjab to NCT of Delhi. The Company is a finance Company, unlisted public company. I have prepared the Petition u/s. 17(2) and also sent to ROC Chandigarh through Speed post and also filed through Form 61. Now my Form 61 is under Resubmission with remark "File NOC from RBI". I talked with ROC officials on phone and they told me that they will not forward their report to CLB, New Delhi unless we submit the NOC from RBI.

Can anybody tell me what is the procedure for getting NOC from RBI and what are the documents required to be filed with RBI and in what manner. Its urgent plz.......

My E-mail ID is: csgaurav1 @ gmail.com

cs ashwini kumar (Company Secretary in Practice) (173 Points)
Replied 29 January 2011

Hi Gaurav,

Please visit your regional office of the RBI (NBFC division) under which your company is registered as NBFC and the concerned officer will help you.

best regards

CS Ashwini Kumar

CA Nitin Kumar (Accounts and Audit Manager) (26 Points)
Replied 11 May 2016

Can anybody tell me what is the procedure for getting NOC from RBI and what are the documents required to be filed with RBI and in what manner. Its urgent plz.......

My E-mail ID is: nkg.icai @ gmail.com