Company Changes (Name / Office / Shares)
Structural changes filed right, first time
MCA filings for company changes — name change, registered office shift, share transfers and allotments, director appointments and resignations, and charge filings (CHG-1/CHG-4).
What's included
- Board/shareholder resolution drafting
- MCA form preparation & filing
- Share transfer documentation
- Updated master data verification
Understanding Company Changes (Name / Office / Shares)
Companies evolve — a rebrand demands a new name, growth means a new registered office, founders bring in investors or transfer shares, and boards change as people join and move on. Each of these changes is a legal event under the Companies Act, 2013 that must be approved through proper board or shareholder resolutions and reported to the ROC on the correct form within a fixed window: INC-22 for a registered office shift (30 days), DIR-12 for director appointments and resignations (30 days), SH-4 plus board approval for share transfers with stamp duty at 0.015%, INC-24 with prior name reservation for a name change, and CHG-1 within 30 days of creating or modifying a charge.
The sequencing matters as much as the forms. A name change needs a special resolution, RUN name approval, and MGT-14 before INC-24 can even be filed; an office move across states needs Regional Director approval; a charge not registered within 30 days needs condonation and can cost the lender its security. Done out of order, filings get rejected and deadlines lapse — and late charge filings in particular escalate through ad valorem additional fees.
Our company changes service handles the full chain for ₹3,999 per change: drafting resolutions and notices, preparing statutory registers, executing the MCA filings, and following through to approval. Timelines vary by change type — a director appointment can complete inside a week, while a name change or inter-state office shift runs 7-15 working days or more depending on regulatory approvals.
Who needs this?
Companies rebranding or renaming
A name change needs board and special resolutions, RUN name reservation, MGT-14, and INC-24, followed by a fresh certificate of incorporation. Every licence, bank account and contract then needs updating.
Businesses shifting their registered office
Within the same city, INC-22 alone may suffice; a move between ROC jurisdictions or states adds special resolutions, INC-23 and Regional Director approval. The 30-day INC-22 window applies either way.
Founders transferring or issuing shares
Share transfers need a stamped SH-4 executed by both parties and board approval; fresh allotments need PAS-3 within 30 days. Investor rounds and founder exits both run through this machinery.
Boards appointing or removing directors
Every appointment, resignation or removal must reach the ROC in DIR-12 within 30 days, with consents (DIR-2), disclosures (MBP-1) and resolutions in support.
Companies taking secured loans
Any charge created on company assets — a bank loan against property, hypothecation of stock, even some vehicle loans — must be registered in CHG-1 within 30 days of creation.
Companies altering capital or objects
Increasing authorised capital (SH-7), changing the objects clause, or amending articles all require shareholder resolutions and MGT-14/SH-7 filings we handle under the same service.
Documents you'll need — and why
Board and shareholder resolution drafts (we prepare these)
Every change starts with a properly worded resolution; the ROC checks that the resolution date, form date and meeting notices line up, so we draft them to match.
Current MOA, AOA and certificate of incorporation
Name changes and object changes amend these documents, and existing clauses determine what approvals are needed — some AOAs restrict share transfers, for example.
Proof of new registered office (for INC-22)
INC-22 needs the utility bill (not older than 2 months), the lease or ownership deed, and a no-objection certificate from the owner.
Executed SH-4 with share certificates (for transfers)
The transfer deed must be stamped at 0.015% of consideration and signed by transferor and transferee, with original share certificates surrendered for endorsement.
Incoming director's DIN, DSC, PAN and consent (for DIR-12)
A director cannot be appointed without an active DIN and a signed DIR-2 consent; we obtain a new DIN through the appointment form where needed.
Sanction letter and charge documents (for CHG-1)
The loan agreement or hypothecation deed defines the charge particulars filed in CHG-1, and the lender typically countersigns the form.
Digital signatures of the authorised director
All MCA filings are executed with DSCs, and several forms also need certification by a practising professional, which we provide.
How it works, step by step
- 1
Scoping the change and approval path
Day 1We confirm exactly which resolutions, approvals and forms your change requires — including whether shareholder approval, RD approval, or professional certification applies.
- 2
Resolutions and paperwork
Day 2-4We draft board meeting notices, resolutions, consents, and supporting documents (NOCs, DIR-2, SH-4) and guide you through signing them in the right order and on the right dates.
- 3
Preliminary filings where required
Day 3-7For name changes we file RUN for name reservation and MGT-14 for the special resolution; for inter-state office shifts we prepare the INC-23 petition to the Regional Director.
- 4
Main MCA filing
Day 5-10The operative form — INC-24, INC-22, DIR-12, PAS-3 or CHG-1 — is filed with attachments and fees, and we respond to any resubmission remarks from the ROC.
- 5
Approval and record updates
Day 10-15Once approved, we share the updated master data or fresh certificate, update your statutory registers, and give you a checklist of downstream updates (PAN, GST, banks, contracts).
Due dates to know
INC-22 (registered office change)
Within 30 days of the change
Inter-state shifts additionally need RD approval before the new address takes effect.
DIR-12 (director appointment/resignation)
Within 30 days of the event
Counted from the board or general meeting date, not the form date.
CHG-1 (charge creation or modification)
Within 30 days of creating the charge
Filing between 31 and 120 days needs additional ad valorem fees; beyond that, only condonation helps.
MGT-14 (special resolutions)
Within 30 days of passing the resolution
Required for name changes, object changes and several other alterations.
PAS-3 (allotment of shares)
Within 30 days of allotment
Applies to fresh issues; plain transfers between shareholders use SH-4 and board approval instead.
What non-compliance costs
Late filing of INC-22, DIR-12 or MGT-14
Additional fees that multiply with delay (2x to 12x normal fees), and adjudication penalties on the company and officers for continuing defaults.
Charge not filed within 120 days
The window closes entirely; only a condonation application to the central government can register it, and an unregistered charge leaves the lender unsecured against the liquidator.
Share transfer without stamped SH-4
The transfer is invalid and the company cannot lawfully register it — a defect that surfaces painfully in due diligence and shareholder disputes years later.
Operating from an unreported office address
ROC correspondence goes to the old address, physical verification can fail, and the company risks being flagged — a trigger for strike-off action in extreme cases.
Director changes not reported
The outgoing director remains liable on record for company defaults, and the incoming director's acts sit on shaky legal ground until DIR-12 is approved.
Why doing this right pays off
Right sequence, first time
Resolutions, reservations, approvals and forms are executed in the legally correct order with matching dates, which is what separates smooth approvals from resubmission loops.
Paperwork that survives scrutiny
We draft the resolutions, consents and registers behind the forms, so your minute book actually supports what MCA records show — the thing due-diligence teams check first.
Deadlines guarded
Every change here has a 30-day clock. We file within it, protecting you from multiplied fees and, for charges, from losing the registration window altogether.
Downstream checklist included
A name or address change ripples into PAN, TAN, GST, bank accounts, and contracts. You get a prioritised update checklist so nothing important runs on stale details.
One fixed fee per change
₹3,999 covers drafting, certification and filing for a change, with government fees and stamp duty shown separately and upfront. Bundled pricing is available for multiple simultaneous changes.
Common DIY mistakes we see
- Treating the MCA form as the whole job and skipping the board or shareholder resolution behind it, leaving the filing legally unsupported.
- Missing the 30-day CHG-1 window on a bank loan because the lender assumed the borrower would file and vice versa.
- Executing a share transfer on plain paper without the 0.015% stamp duty, making the SH-4 invalid.
- Filing INC-22 with a utility bill older than two months or without the owner's NOC, the two most common resubmission triggers.
- Changing the name on MCA but leaving GST, bank accounts and customer contracts on the old name for months, creating invoicing and payment mismatches.
Frequently asked questions
Typically 10-15 working days: RUN name reservation takes 2-3 days, then the general meeting, MGT-14, and INC-24 with ROC approval of the fresh incorporation certificate. Add time for updating PAN, GST, and bank records afterwards, which we give you a checklist for.
Not sure if this is the right service?
Message us on WhatsApp — a real expert replies, usually within minutes.
All-inclusive professional fee. Government fees (if any) extra at actuals.
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AGM & DIR-3 KYC deadline — FY 2025-26
30 September 2026 — book now and beat the last-minute rush.