section 12 of the COMPANIES ACT 2013 - REGISTERED OFFICE OF THE COMPANY
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SECTION 12 OF THE COMPANIES ACT , 2013 - REGISTERED OFFICE OF THE COMPANY
Applicability : This Section appilies to every company i.e private as well as public company.
This section provides that every company should have a registered office within 15 days of its incorporation and all times thereafter. All the communications are sent to such registered office of the company. The company is also required to furnish the verification of its registered office to the registrar within 30 days of the date of registration in Form No. INC 22.
The name and address of the registered office of the company should be painted and affixed on the outside of the every office and every place where the business is carried on by the company. In case of one person company the words “One Person Company” should be mentioned in brackets below the name of such company.
The company should get its name, address of its registered office , CIN No. , telephone no. , Fax No. , email id and website address printed on letter heads , bill heads , all notices , bill of exchange , promissory notes and other official publications. The central government may prescribe other documents also on which such address are required to be affixed.
Change in the Registered Office of the Company :
The Company is required to pass a special resolution in order to change the registered office of the company. Notice of such change in address of the registered office of the company is required to be given to the registrar within 15 days of such change. However if the company is changing the registered office in the same state but under the jurisdiction of another registrar , then such change is required to be confirmed by one of the regional director. For this the company is required to make an application for seeking confirmation from the regional director in Form No. INC 23 along with fee. But before giving the application in Form No. INC 23 to regional director the company is required to publish a notice of such change in the one English newspaper and one regional language on the district where the registered office of the company is situated. Along with this the company is also required to serve individual notice on each debenture holders, depositors and creditors of the company. Such notice shall clearly indicate the particulars of such change and should state that any person person whose interest is likely to be affected due to such change may file an objection with the regional Director within 21 days of receipt of such notice. In case no such objections is received by the regional director then it will be assumed that the persons have given their consent to the change. Such notice is required to be published and served by the company at least one month before the date of filling the application in Form No. INC 23 with the registrar.
The regional director should give the confirmation within 30 days of the receipt of the application. Now the company shall file the confirmation with the registrar within 60 days of the date of confirmation. On receipt of the confirmation the registrar shall certify the registration within 30 days of the receipt of such confirmation.
However change in the registered office is not allowed in case the any inquiry , inspection or investigation has been initiated against the company or any prosecution is pending against the company.
In case the name of the company is changed the company is also required to mention the former name along with the new name for at least two years.
Penalty for Non Compliance : The company and every officer of the company shall be liable to penalty of Rs. 1000 for every day during which default continues subject to maximum of Rs. 100000.00
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