INC-22 — Notice of Situation of Registered Office

Q: What is a registered office and what is it used for?

Official company address for all legal notices, MCA communications, and government correspondence. Must be physical address in India. Documents served here are legally binding. Must be displayed on signboards, letterheads, invoices, and official communications.

Q: What documents are required to prove a registered office address?

Utility bill (electricity/water/gas/telephone) in owner's name not older than 2 months, plus rent agreement/lease deed or NOC from owner if premises are rented. If company-owned, ownership document (title deed or property tax receipt).

Q: Can a company use a residential address as its registered office?

Yes, no statutory restriction. Owner consent is required. Check local zoning and municipal laws — some residential societies restrict commercial use which could affect address validity.

Q: What is the process for changing the registered office to another state?

Special resolution → newspaper notice → serve notice on ROC/creditors → Income Tax NOC → Form INC-23 with Regional Director → Form INC-28 with old ROC after RD approval → INC-22 with new ROC. Takes approximately 2 to 3 months.

Q: What happens if a company fails to maintain or update its registered office?

Penalty of ₹1,000 per day (max ₹1 lakh) on the company and every officer in default. If MCA cannot contact the company at its registered office, strike-off proceedings under Section 248 may be initiated.

File Form INC-22 to Notify the ROC of Your Company's Registered Office Address or Any Change in Registered Office Location

Every company must have a registered office — the official address at which all MCA notices, legal documents, and government communications are served. Form INC-22 is filed with the ROC to: notify the address of the registered office after incorporation (where not confirmed through SPICe+); or notify any change in the registered office address within the same city, town, or village. It must be filed within 30 days of the board resolution authorising the change.

The registered office address is publicly disclosed on MCA and must always be current — documents served at the registered office are legally binding on the company. Failing to update the address exposes the company to missed notices, default findings, and ultimately potential strike-off. Our INC-22 service handles all documentation and ROC filing. This connects with our incorporation and change overview and change management services.

Our INC-22 Filing Services

Board Resolution Drafting

Drafting the board resolution authorising the change in registered office address — the trigger document that starts the 30-day clock for INC-22 filing.

Registered Office Document Preparation

Preparing the registered office address proof documents — electricity or water bill not older than 2 months, ownership document or rent/lease agreement, and NOC from the property owner if the premises are rented.

INC-22 Form Filing

Preparing and filing Form INC-22 on the MCA portal within 30 days of the board resolution — with all required address proof attachments and digital signature of an authorised director.

First Registered Office Notification

Filing INC-22 within 30 days of incorporation for companies that did not confirm their registered office address through the SPICe+ form at the time of incorporation.

Inter-District Change Support

Managing the more complex process for changing a registered office from one district to another within the same state — requiring a special resolution and INC-22 after passing the resolution.

Post-Change Update Advisory

Advising on all post-registered office change updates — including GST registration amendment, bank records, income tax records, and all contracts and stationery bearing the old address.

Key Facts About Registered Office Changes

INC-22 must be filed within 30 days of the board resolution for the registered office change
Companies that did not confirm registered office at incorporation must file INC-22 within 30 days of incorporation
Change within the same city, town, or village requires only a board resolution and INC-22
Change to a different district within the same state requires a special resolution and MGT-14 before INC-22
Change to a different state requires Regional Director approval in Form INC-23 before INC-22 with the new state's ROC
Address proof must be a utility bill not older than 2 months at the time of filing
Late filing attracts ₹100 per day additional fee beyond the 30-day timeline

Frequently Asked Questions

What is a registered office and what is it used for?

The registered office is the official address of a company at which all legal notices, MCA communications, court documents, and government correspondence are served. It must be a physical address within India where the company can be contacted. Every company must have a registered office from the date of incorporation and must display its name, CIN, and registered address on its signboard, letterheads, invoices, and all official communications. Documents served at the registered office are legally binding on the company — making it essential to keep the address current on MCA.

What documents are required to prove a registered office address?

The company must submit: (a) a utility bill (electricity, water, gas, or telephone) for the premises in the name of the owner — not older than 2 months at the time of filing INC-22; and (b) if the premises are rented or used with permission — a valid rent agreement or lease deed, or a No Objection Certificate (NOC) from the property owner. If the premises are owned by the company or its director, an ownership document (title deed or property tax receipt) is required instead of a bill in the owner's name.

Can a company use a residential address as its registered office?

Yes. There is no restriction under the Companies Act against using a residential address as the registered office, provided the address can receive legal notices and the property owner gives consent. Many startups and small companies use the founder's home address as the registered office during early stages. However, the company should check local zoning and municipal laws — some residential societies and municipalities restrict commercial use of residential premises, which could affect the validity of the address.

What is the process for changing the registered office to another state?

Changing the registered office from one state to another is a multi-step process: (1) pass a special resolution by shareholders; (2) publish notice in a newspaper in the state being vacated; (3) serve notice on the ROC, creditors, and debenture holders; (4) obtain No Objection from the Income Tax Department; (5) file Form INC-23 with the Regional Director for approval; (6) after RD approval, file Form INC-28 (order copy) with the old ROC; and (7) file INC-22 with the new state's ROC. The process takes approximately 2 to 3 months.

What happens if a company fails to maintain or update its registered office?

A company that fails to have a registered office on any day it is required, or fails to notify a change of registered office within the prescribed time, is liable to a penalty of ₹1,000 per day of default (maximum ₹1 lakh) on the company and every officer in default. More significantly, if MCA is unable to contact the company at its registered office for an extended period, it may initiate strike-off proceedings under Section 248 — potentially removing the company from the register entirely.