ROC Shifting & Registered Office Change
Relocating your company's registered office — within the same city, across states, or to a new ROC jurisdiction? Our certified Company Secretaries manage the entire change of registered office end to end, so your company stays fully compliant and penalty-free at every stage.
What is ROC Shifting?
ROC shifting is the process of changing a company's registered office address as recorded with the Registrar of Companies (ROC) under the Ministry of Corporate Affairs. Your registered office is the official legal address of the company — the place where the Registrar, courts and tax authorities serve every statutory notice. Because of this, any change must be formally recorded with the MCA through the correct filings, and the procedure differs depending on how far you are moving.
Shifting the registered office is one of the most common yet procedurally sensitive compliance events under the Companies Act, 2013. Whether you are relocating within the same city, moving to a different city in the same state, changing your ROC jurisdiction, or shifting to another state altogether, each category carries its own set of forms, resolutions and approving authorities.
Our certified Company Secretaries prepare and vet every document, draft your board and special resolutions, publish newspaper notices where required, file all MCA forms, and follow up on Regional Director and Central Government approvals until your new registered office is officially confirmed.
The four types of registered office change
Each type of shifting has a distinct approval path under the Companies Act, 2013. Here is what applies to your situation.
Within the same city or town
A move within the local limits of the same city or town. This is the simplest category, requiring only a board resolution and intimation of the new address to the ROC.
Same state, different city
Shifting to another city or town within the same state and same ROC. Members' approval is needed by way of a special resolution, which is then filed with the ROC.
Change of ROC jurisdiction
A move within the same state that falls under a different Registrar of Companies. This requires the approval of the Regional Director before the change can be recorded.
Interstate relocation
Shifting the registered office from one state to another. This is the most involved category — it requires alteration of the Memorandum of Association and Central Government / Regional Director approval.
Governed by the Companies Act, 2013
Every registered office shifting must comply with the statutory provisions and rules laid down under the Companies Act.
Section 12
Requires a registered office to be established within 30 days of incorporation, and governs the intimation of any change of that office.
Section 13
Deals with alteration of the Memorandum of Association — required where the shifting changes the state jurisdiction of the company.
Section 14
Covers alteration of the Articles of Association, where a change is required as part of the shifting process.
Companies (Incorporation) Rules, 2014: Rules 25, 27, 28, 30 and 31 prescribe the detailed procedure, forms and approvals for shifting a registered office.
Common reasons for a registered office change
Companies relocate their registered office for a range of strategic and operational reasons.
Lease expiry
Expired or non-renewable lease agreements that make relocation to new premises necessary.
Mergers & restructuring
Acquisitions, mergers or corporate restructuring that call for a change of registered address.
Business expansion
Growth requiring additional workforce capacity and a larger office space.
Owned property
A move to company-owned premises for long-term administrative convenience.
Operational efficiency
Proximity to key clients and business hubs for better day-to-day operational efficiency.
Strategic jurisdiction
Aligning the company's registered jurisdiction with its actual centre of management and control.
Filings we prepare & what we handle
From drafting the first resolution to the final ROC confirmation — nothing left on your desk.
Key MCA forms we file
- Form INC-22 — notice of the new registered office address to the ROC.
- Form MGT-14 — filing of the special resolution passed by the members.
- Form INC-23 — application to the Regional Director for approval.
- Form INC-28 — filing of the order of the competent authority.
What our ROC shifting covers
- Drafting of board resolutions and special resolutions.
- Publication of newspaper notices, where required.
- Preparation and vetting of every supporting document.
- Follow-up on Regional Director and Central Government approvals until confirmation.
How long does ROC shifting take?
Timelines vary by the type of shifting and any objections raised. The figures below are indicative.
| Type of shifting | Indicative timeline | Approval / forms |
|---|---|---|
| Within the same city / town | ~15 days | Board ResolutionINC-22 |
| Same state, different city | 30–45 days | Special ResolutionMGT-14INC-22 |
| Different ROC jurisdiction (same state) | 60–90 days | Regional DirectorINC-23 |
| Interstate relocation | 90–180 days | Central Govt.MOA AlterationINC-23 · INC-28 |
Actual timelines depend on Central Government / Regional Director processing and any objections raised during the process.
Getting it wrong is expensive
Two things every company should know before shifting its registered office.
Penalty for non-compliance
Under the Companies Act, 2013, failure to follow the registered office shifting procedure can attract a penalty of ₹1,000 for every day the default continues, subject to a maximum of ₹1,00,000.
Shifting during an investigation
Shifting is not permitted while any inquiry, inspection or investigation has been initiated against the company by the regulatory authorities. Such matters must be resolved first.
A dedicated compliance partner
More than filings — professional support that stands with your company at every stage of the shifting.
Certified CS experts
Every filing is prepared and vetted by qualified Company Secretaries — not generic agents.
Professionally vetted filingsPAN-India coverage
From local shifting to interstate relocations, we handle every ROC and Regional Director office across the country.
Every state, every ROCEnd-to-end handling
Board resolutions, newspaper notices, MGT-14, INC-22, INC-23 and RD approvals — all drafted, filed and followed up by us.
Zero paperwork on your deskTransparent & timely
Clear timelines before we begin, regular status updates at every stage, and honest fees with no hidden charges.
No surprises, only updatesReady to shift your registered office?
Talk to our certified Company Secretaries for a confidential, no-obligation discussion of your requirement — we handle the documentation, filings and compliance.
Frequently asked questions
What is ROC shifting?
ROC shifting is the process of changing a company's registered office address as recorded with the Registrar of Companies under the Ministry of Corporate Affairs. Because the registered office is the company's official legal address for all statutory notices, any change must be formally filed with the MCA under the Companies Act, 2013.
What are the different types of registered office shifting?
There are four: (1) within the same city or town — board resolution and Form INC-22; (2) within the same state to a different city — special resolution with Forms MGT-14 and INC-22; (3) change of ROC jurisdiction within the same state — Regional Director approval; and (4) interstate shifting — Central Government approval and alteration of the Memorandum of Association.
How long does the ROC shifting process take?
Timelines are indicative and depend on the type of shifting and any objections. Local shifting takes roughly 15 days, same-state shifting about 30–45 days, a change of ROC jurisdiction about 60–90 days, and interstate shifting about 90–180 days depending on Central Government processing.
What are the penalties for non-compliance?
Under the Companies Act, 2013, failing to comply with the registered office shifting requirements can attract a penalty of ₹1,000 for every day the default continues, subject to a maximum of ₹1,00,000.
Can a company shift its office while an investigation is pending?
No. Shifting of the registered office is not allowed while any inquiry, inspection or investigation has been initiated against the company by the regulatory authorities. Those matters must be resolved before the shifting can proceed.
Which forms are filed for changing a registered office?
Depending on the type of shifting, the key MCA forms are INC-22 for the change of address, MGT-14 for special resolutions, INC-23 for Regional Director applications, and INC-28 for filing the order of the competent authority.