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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 ith the explanatory statement in Form 23 ith !"C.
#. $ublish a general notice in at least one regional language nespaper and one %nglish
language nespaper circulated in the area in hich registered office of the company is
situated clearly stating the substance of the petition.
&. 'end individual notices to all creditors(debentureholders of the company.
). After a gap of one month from the date of sending notices as above, file petition ith
the Company *a +oard ,C*+- pursuant to the C*+ !egulations ,1..1. /he petition has
to be filed ith the !egional +ench
of the C*+ at hich the existing registered office is situated.
0. 'erve a copy of the petition on the !"C.
1. 'erve a copy of the notice along ith a petition to the Chief Secretary to the
Government of the State here the registered office of the company is situated or to
the Administrator/Lt. Governor of the Union Territory here the registered office is
situated in the 2nion /erritory.
.. A hearing may take place at the C*+ office at hich creditors, if any, and the
representatives of the company are heard before making any order.
13. After receiving the C*+ order for shifting the registered office, the company is
re4uired to file certified copy of the order ith the !"C alongith Form o. 2! ithin 3
months of receipt of certified copy along
ith the printed copy of the memorandum of association .
11. A certified copy of the order from the !"C "ithin one month of the date of filing
must be obtained.
12. /he certified copy of the order should be filed ith the !"C of the ne state ithin
one month of the date of the filing along ith the certified copy of the memorandum of
association.
13. /he !"C of the ne state i.e. at hich registered office ill be shifted ill issue a
fresh certificate of incorporation hich ill be conclusive evidence of the shift of
registered office.
1#. 5ile 5orm 6o. 11 ith the ne !"C for the situation of the registered office
1&. 6ecessary changes are re4uired to be made in the letter heads ,books, records etc.
of the company.
1). Arrange to adopt ne common seal of the company.

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