Company registration task is not as simple as it seems to be. An entrepreneur needs lot of pre-construction work before registration of company like searching for place of business, paper work, application of license if any etc. Place of business is an official address for communication for companies or any other legal entity. Registered office is prima facie requirement while company incorporation for receiving all types of office correspondence or communications in future. Format of Board resolution for shifting of registered office outside local limits is prescribed in the Companies Act, 2013.
Board of directors may decide to shift the registered office of the company outside the local limits within same city. Following procedure needs to be complied for the same.
| Step 1 | Convene a Board Meeting to decide date, time and place for conduct of Extra Ordinary General Meeting (EOGM) |
| Step 2 | Issue notice atleast 21 days before EOGM |
| Step 3 | Hold EOGM |
| Step 4 | Approve the proposal for shifting of registered office of the company |
| Step 5 | Filling of form MGT-14 within 30 days of EOGM
Attachments a. Notice of EOGM b. Minutes of Meeting (optional) c. CTC copy of Board Resolution d. CTC copy of Special Resolution e. Copy of Utility bill (Not older than 2 months) f. Optional attachment if any |
| Step 6 | Filling of form INC-22 with the Registrar of Companies-
Attachments- a. Proof of Registered Office Address (Conveyance deed/ Lease Deed/Rent Agreement) b. Copies of Utility Bill (Not older than 2 months) c. Proof that a company is permitted to use registered office of the company. d. Notice of EOGM e. Minutes of Meeting (optional) f. CTC copy of Board Resolution g. CTC copy of Special Resolution |
CERTIFIED COPY OF THE RESOLUTIONS PASSED AT THE BOARD MEETING BY THE DIRECTORS OF ………………………………… PRIVATE LIMITED HELD ON …………………………………………. AT THE REGISTERED OFFICE OF THE COMPANY AT …………………………………………….. AT 11.00 A.M AND CONCLUDED AT 11:30 A.M
SHIFTING OF REGISTERED OFFICE OF THE COMPANY OUTSIDE LOCAL LIMITS
“RESOLVED THAT pursuant to the provisions of section 12 of the Companies Act, 2013 and any other provisions applicable, if any, consent of the board of directors of the Company be and is hereby accorded to shift the registered office of the Company from …………………………………………………………… to ……………………………………………………………outside the local limits.
FURTHER RESOLVED THAT for the purpose of giving effect to this resolution, Mr. ………………………. , Director, of the Company be and is hereby authorized, on behalf of the Company, to do all acts, deeds, matters and things as deem necessary, proper or desirable and to sign and execute all necessary documents, applications and returns for the purpose of giving effect to the aforesaid resolution along with filing of E-form INC.22 and MGT-14 as return of Change in address of registered office with the Registrar of Companies, Pune, Maharashtra”
By order of the Board of Directors
…………………………………………… PRIVATE LIMITED
Director Director
DIN: DIN:
Place:
CERTIFIED COPY OF THE RESOLUTIONS PASSED AT THE EXTRA ORDINARY GENERAL MEETING BY THE MEMBERS OF ………………………………… PRIVATE LIMITED HELD ON …………………………………………. AT THE REGISTERED OFFICE OF THE COMPANY AT …………………………………………….. AT 11.00 A.M AND CONCLUDED AT 11:30 A.M
SHIFTING OF REGISTERED OFFICE OF THE COMPANY OUTSIDE LOCAL LIMITS
“RESOLVED THAT pursuant to the provisions of section 12 of the Companies Act, 2013 and any other provisions applicable, if any, consent of the members of the Company be and is hereby accorded to shift the registered office of the Company from …………………………………………………………… to ……………………………………………………………outside the local limits.
FURTHER RESOLVED THAT for the purpose of giving effect to this resolution, Mr. ………………………. , Director, of the Company be and is hereby authorized, on behalf of the Company, to do all acts, deeds, matters and things as deem necessary, proper or desirable and to sign and execute all necessary documents, applications and returns for the purpose of giving effect to the aforesaid resolution along with filing of E-form INC.22 and MGT-14 as return of Change in address of registered office with the Registrar of Companies, Pune, Maharashtra”
For and on behalf of
…………………………………………… PRIVATE LIMITED
Director Director
DIN: DIN:
Place:
Date:
