Introduction

A company’s registered office address is its official legal location for receiving notices, statutory communication, and government correspondence. Any change in this registered office must be reported to the Ministry of Corporate Affairs (MCA) by filing Form INC-22 within the prescribed timelines.

Whether the company is shifting its office within the same city, to another city within the same state, or to a different state entirely, the Companies Act, 2013 lays down specific procedural and documentary requirements.

This guide by Bisways Consulting Group explains when Form INC-22 is required, steps to file it, documentation, approvals, and key compliance rules.

What Is Form INC-22?

Form INC-22 is an MCA e-form used to notify the Registrar of Companies (ROC) about:

• Change in registered office within local limits

• Change within the same ROC jurisdiction

• Change from one ROC jurisdiction to another

• Shifting of office from one state to another

Filing this form is mandatory to keep company records updated.

When Is Form INC-22 Required?

1. Change of Registered Office within the Same City/Town/Village

Requires passing a Board Resolution and filing INC-22 within 30 days.

2. Change within the Same State but Outside Local Limits

Requires:

• Board Resolution

• Special Resolution

• Filing MGT-14 (if applicable)

• Filing INC-22

3. Change from One ROC Jurisdiction to Another (Within the Same State)

Needs:

• Special Resolution

• RD approval (in certain cases)

• Filing Form INC-23 (if required)

• Filing INC-22

4. Change from One State to Another

This is the most complex shift and requires:

• Board and Special Resolutions

• Filing MGT-14

• Newspaper advertisement

• NOC from creditors

• Regional Director (RD) approval

• INC-23 for approval

• INC-28 for order filing

• INC-22 for final address change

Documents Required for Filing INC-22

A. Proof of New Registered Office

• Electricity bill / Water bill / Gas bill (not older than 2 months)

• Property tax receipt

• Rent agreement

B. No-Objection Certificate (NOC)

From property owner if premises are rented/leased.

C. Resolutions & Internal Documents

• Certified copy of Board Resolution

• Certified copy of Special Resolution (if applicable)

D. Additional Documents

• Photographs of premises with company name board

• Proof of ROC approval (if shifting across ROC/state)

Step-by-Step Filing Process for INC-22

Step 1: Hold a Board Meeting

Approve shifting of registered office and authorise a signatory.

Step 2: Prepare Necessary Resolutions

Draft and pass Board/Special Resolutions.

Step 3: Collect Supporting Documents

Ensure all address proofs, NOCs, and premises photos are ready.

Step 4: File Form INC-22 on MCA Portal

Enter:

• CIN

• New address

• Effective date

• Police station jurisdiction

• Attach documents

Step 5: Sign with DSC

Form must be digitally signed by:

• Director

• Company Secretary (if applicable)

Step 6: Payment of Filing Fees

Based on authorised capital

Step 7: ROC Verification & Approval

Upon approval, the company’s master data is updated.

Timelines for Compliance

• INC-22 must be filed within 30 days of the office shift

• For state change: process and approvals may take 30–60 days

• Delay results in additional fees and penalties

Common Mistakes to Avoid

• Not taking NOC from property owner

• Incorrect pin code or jurisdiction mismatch

• Missing attachments

• Incorrect police station details

• Filing INC-22 without passing resolutions

• Shifting outside state without RD approval

Why Timely Filing of INC-22 Matters

• Ensures legal validity of company communications

• Prevents penalties and ROC notices

• Required for bank updates, GST amendments, and statutory filings

• Reflects correct location in public records

• Ensures transparency with stakeholders

Conclusion

Form INC-22 is essential for legally updating your company’s registered office address with the MCA. Whether the shift is minor or across jurisdictions, following the correct procedure ensures smooth compliance and avoids complications.
Bisways Consulting Group provides expert support for registered office changes, ROC filings, drafting resolutions, and end-to-end MCA compliance.