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Companies Act, 2013 · Chapter II · Incorporation of company and matters incidental thereto
Section 12 of the Companies Act, 2013 Registered office of company
In force Explainer reviewed 23 October 2026
Who it applies to
- Every company
What the section says
- A company must have a registered office capable of receiving and acknowledging communications within 30 days of incorporation and at all times after that, and must file verification of it with the Registrar within 30 days of incorporation (s.12(1)-(2)).
- Name and registered office address must be painted or affixed outside every office or place of business, in legible letters and in the local language too if the script differs (s.12(3)(a)).
- Name, registered office address, CIN, telephone number, and fax, e-mail and website if any, must be printed on business letters, billheads, letter papers, notices and official publications (s.12(3)(c)). Under the provisos to s.12(3), a former name used in the last two years must be shown alongside, and an OPC must show 'One Person Company' in brackets below its name.
- Any change of registered office must be notified to the Registrar within 30 days of the change (s.12(4)).
- Shifting outside the local limits of the city, town or village needs a special resolution (s.12(5)). Shifting from one Registrar's jurisdiction to another within the same State also needs the Regional Director's confirmation, which the company must file with the Registrar within 60 days (s.12(5)-(6)).
- If the Registrar believes the company is not carrying on business, it may physically verify the registered office and, on default, start action to strike off the company's name (s.12(9)).
Penalty for breach
| Who | Consequence |
|---|---|
| The company and every officer in default | Penalty of ₹1,000 for every day the default continues, up to ₹1 lakh |
Section 12(8).
Related sections
Sections that refer to this one:
Common questions
Within how many days must a company have a registered office?
Within 30 days of incorporation, and it must file verification of the registered office with the Registrar within the same 30 days.
Do we need a special resolution to change the registered office?
Only if it moves outside the local limits of the city, town or village where it is now. A move within the same city needs a board decision and intimation to the Registrar within 30 days. A move to another Registrar's jurisdiction within the State also needs Regional Director confirmation.
Type a section number (185, 10A) or a plain topic
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Talk to us →Section number, heading and status: Companies Act, 2013 as consolidated on India Code (amendments to about 2020–21). Sources for this page: Companies Act, 2013: India Code consolidated text. Reviewed 23 October 2026. General information, not legal advice; confirm on the official sources before relying on a provision.