A registered office is the address on a company's certificate of incorporation where the registrar, the tax department and every creditor send notices, and changing it is a filing, not a formality. For a Kolkata company the route depends on how far you move. A shift across the city needs a board resolution and one form, a move elsewhere in West Bengal needs a shareholder resolution, and leaving the state needs the Regional Director's approval. This page walks through each route, the proof ROC West Bengal expects and what it costs.
What is a registered office change and when is it due?
The change is filed in INC-22 with the Registrar of Companies, West Bengal within 30 days of the move. What comes before INC-22 depends on the distance:
- Within the same city, town or village: a board resolution, then INC-22
- Outside the city but within West Bengal: a special resolution of members, MGT-14 within 30 days, then INC-22
- To another state: a special resolution, an application to the Regional Director, Eastern Region in INC-23 with a newspaper advertisement and creditor notices, the Regional Director's order, then INC-22 with the order attached
The Regional Director, Eastern Region is stationed in Kolkata and hears these shifts for companies across the eastern region, so a Kolkata company leaving West Bengal deals with an office in its own city.
Which Kolkata companies need this filing?
Any company whose registered office moves, including:
- A Bowbazar family company moving from the shop's upper floor to a proper office in Dalhousie
- A Howrah manufacturing company shifting its registered office to the factory after years at a director's home
- A Salt Lake Sector V startup moving from a coworking desk to its own floor in New Town
- A company whose landlord sold the building and whose address no longer exists
- A company relocating its head office to Bengaluru or Mumbai while keeping a branch in Kolkata
The fourth case is the urgent one. Notices from the registrar and the tax department go to the address on record, and a company that cannot be reached there is the one that gets struck off without knowing.
What happens if you miss the filing?
| Situation | Rule | Cost |
|---|---|---|
| INC-22 filed late | Due within 30 days of the move | Additional fee per day, scaled by the delay period |
| MGT-14 filed late | Due within 30 days of the special resolution | Additional fee per day, scaled by the delay period |
| No filing at all | Registered office must be maintained and notified | Penalty on the company and every officer in default |
| Notices sent to the old address | Deemed served | Missed hearings, ex parte orders, possible strike off |
| GST address not amended | Due within 15 days of the change | Compliance lapse the GST officer can raise |
The additional fees are the visible cost. The invisible one is a registrar or tax notice delivered to a vacated office in Bowbazar while the company works from Dalhousie, answered by nobody, and followed by an order the directors first learn of from a bank.
What happens after you sign up?
- Route: we compare the old and new addresses and confirm whether a board resolution, a special resolution or the Regional Director's approval applies.
- Proof: the lease or deed, the owner's consent and a recent utility bill for the new premises are collected and checked against what ROC West Bengal accepts.
- Resolution: the board resolution is drafted and passed, or the EGM is convened and the special resolution passed with MGT-14 filed.
- Out of state only: INC-23 with the advertisement and creditor notices goes to the Regional Director, Eastern Region, and we attend the hearing.
- INC-22: filed with the proof set within 30 days of the move, and the registrar updates the master data.
- Handover: filed forms, the approval and the checklist for GST, KMC enlistment, profession tax and bank updates.
For a move within Kolkata or West Bengal, 7 to 10 working days from complete documents is typical.
Which documents should you keep ready?
- Registered lease agreement or the property deed for the new premises
- Owner's consent letter where the company does not own the premises
- Utility bill for the new premises, not older than 2 months, in the owner's name
- For shared offices, the operator's agreement
- Digital signatures of the directors
- For a move outside West Bengal, a list of creditors and the latest audited financials
What does a registered office change cost in Kolkata?
We charge from ₹1,499 for a shift within the city, covering the board resolution, documentation, INC-22 and the master data confirmation. A move within West Bengal that needs a special resolution and MGT-14 is quoted slightly higher. A move out of the state, with the Regional Director application, advertisement and hearing, is quoted separately because the process runs for weeks. Government form fees depend on authorised capital and are paid at actuals.
The follow on registrations are where the real list sits. A GST amendment with officer approval and a fresh Certificate of Enlistment from KMC, if the new premises fall inside its limits, come first. Updated West Bengal profession tax and bank records and the trademark proprietor address follow. We bundle those at a combined rate for most Kolkata clients.
How strict is ROC West Bengal on registered office proof?
This is where INC-22 filings get returned. A lease that is not registered, a consent letter signed by a tenant rather than the owner, an electricity bill in a previous occupant's name, or a photograph without the company's nameboard each draw a resubmission request. For a Howrah factory the common gap is a bill in the promoter's personal name for premises the company occupies. We fix the paperwork before filing rather than after.
The Regional Director's scrutiny for out of state moves is different: it looks at creditor objections and at whether the shift prejudices anyone, which is why the advertisement and the notices matter more than the address proof.
Why choose LegalX India for a registered office change in Kolkata?
LegalX India is a Kolkata firm at 58B, Bidhan Park, Taki Road, Barasat, Kolkata 700124, and our company secretaries file INC-22 with ROC West Bengal and appear before the Regional Director, Eastern Region as routine work. You get the route confirmed before anything is drafted, a proof set that clears on the first filing, the 30 day window met and a checklist for every registration the address touches. Fees start at ₹1,499.
For the India wide rules on each route and the forms, read our complete registered office change guide for India. For a company registered in West Bengal, call +91 96356 85435 or request a callback and a CS confirms the route and the documents within 30 minutes.