Registered office address issue

MCA 3915 views 12 replies

Hi

We have incorporated a Pvt Ltd company 2 months back.

As its a Start up company, we looked for a residential address as registered office address.

After discussing with my friend, i have given her Home address as the registered office address for incorporation.

Property is on her father's name. Before incorporation, she has not explained clearly everything to her parents and they were under assumption that their address would only be used as Mailing address and not as registered office address during incorporation.

They are angry about their address being used as Registered Office Address. And they are saying that we have used their address for registered office without their consent.

They have asked us to change the registered office address and we agreed.

We have already changed Company address by filing Form 18 and also in IT Database for PAN and TAN Cards.

But they dont want their address references any where and asking us to change address in MOA, AOA and Incorporation documents too.

I spoke to our CA and he said its not possible to change address info in these incorporation documents.

But they are not agreeing to this and say they dont want their address on any documents related to company.

What is the solution to this.

Is it possible that they proceed legally against us? And force us to close the company?

Please suggest what should we do now.

Thanks a lot in advance for the information and suggestions.

Siri.

Replies (12)

hi sir you have no need to worry about that as neither in COI nor in MOA, AOA address of registered is generally mentioned only state in which registered office is situated is mentioned you may apply for change of address in IT Dept. and other authorities wherever needed.

 

Regards

Agree with the above. In MOA and AOA we do not mention office adress.We only mentive on ROC of the state in which it is registered.

However in form 18 , the adress of the Registered office must have been Submitted.But once these document filed cannot be altered.Your ca   is right.

Moreover once you change the Registered office , they wont face any problem.

Hello Mr Siri,

Yes...You dont need to worry.

And sorry to disagree with you but Mr Rajveer  Sir, On COI, the address of registered office is generally mentioned .

and as far as my knowledge is concerned, COI doesnt get altered once it is issued.

Thus as the form is submitted, view company master data from MCA website, take print out of it.

Show this print out to the elder person, also show the updated address indicating that the online master data has been changed successfully.

Hope this helps in convincing..

 

Regards

CA Darshak Shah

COI is not amended after shifting of registered office address from one place to another.

 

It is not possible to alter the regd address mentioned on COI in any circumstances. 

 

Possible resolution is,

 

1. obtain a certificate from your CA confirming the fact that RO has been shifted from _______________ to ___________________ on (date).

 

2. you can obtain certified true copy (CTC) of form 18 from ROC for change of address. Certified true copy is a document certified by ROC themselves. With CTC you will be able to convince them. Barely there will be any problem.

 

Regards,

 

Neha

Originally posted by : Neha Jain

COI is not amended after shifting of registered office address from one place to another.

 

It is not possible to alter the regd address mentioned on COI in any circumstances. 

 

Possible resolution is,

 

1. obtain a certificate from your CA confirming the fact that RO has been shifted from _______________ to ___________________ on (date).

 

2. you can obtain certified true copy (CTC) of form 18 from ROC for change of address. Certified true copy is a document certified by ROC themselves. With CTC you will be able to convince them. Barely there will be any problem.

 

Regards,

 

Neha

Agree with the same.

Thank you every one for the suggestions.

I have offered all these solutions to them. But they dont want to see their Address in any of the company documents. And they are keen on getting address changed in Company Documents - MOA AOA and COI. But the same cant be done as its not possible to edit those documents.

They are worried there might be audits and department personnel may visit them.

They are threatening to take action against company.

1. Is it possible for them to legally proceed though address has been changed with ROC, PAN, TAN?

2. In these cases is a proof expected which shows that we had their consent before using the address for incorporation? Our operations have not started yet.

Kindly clarify. Any information is highly appreciated.

Dont worry Siri,

As you not started the  operations means  Pease convert   this Pvt  ltd   status To  LLP  by retaining company name and style.

OR offer them  non executive director post in your co. 

Or  pass a resulations with a undertaking letter/agreement  covering all sort of  problems arisng out of this address will be taken care by the  board of directors

Take seniour consultant to counsel them.

In Bangalore we resolved similar case recently,

 

Is your freind is one of the director or office bearer-indicate

For address proof what are the documnts submitted  (Rental / lease agreement)

Have u regeisterd with other departments ( vat,iec,service tax,excise,factory licence/ shops and esta)

hi Shivanand

We have not registered for any registrations so far.

We have just got our PAN Card.

We have changed registered office address to a new one by filing form 18 and we are now applying for IEC, Service Tax, Professional Tax registrations from new address.

Company Incorporation has been done by a CA. And for Incorporation, he did not ask for any address proofs. Even for address change - Form 18, we were not asked for any Address Proof of new address.

Seems like for registered office, we dont need to submit any address proof during Incorporation/Change of Address. And only during Service Tax, Professional Tax registrations we need address proof of premises?

If no address proofs are required for address registration as Regd Office, it means that we would be missing out on important communication if we give some incorrect address or without owners consent. It would only be the company's loss in that case. And there is nothing illegal in it? For which the owner can sue us?

Can you please confirm if i am inferring it right?

Thanks a lot

Siri

 

Once a company incorporated  and got COI , its not change and alter in COI , U again file FORM 18 for new Registered office address , now a days its quick process , then u check  u  r company masterdata.

 

Regards 

Senthil 

CS

 

 

Hi Sir,

You don't need to worry about any proceeding / pressure by your Landlord, If Residential address was used for only Registered Office address but not operating any commercial activity from that place.In Addition to this now you have changed already your Registered Office address  by filing form 18.So don't worry for anything................

if a company has changed its address of registered office and the same has to be changed in the pan card of the company then what are the documents to be submitted for this purpose?

Yes, it is to be changed in the pan card as well.

 

For that, you have to enclose copy of form 18 alongwith challan of ROC alongwith PAN application. 


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