Form INC-22: address change process explained (2026 guide)

Every company incorporated in India is required by law to maintain a registered office. This is the address on record with the Ministry of Corporate Affairs (MCA) where all statutory communications, legal notices, and government correspondence are directed. When a company shifts this address, whether within the same locality or across state borders, it must formally notify the Registrar of Companies (ROC) through eForm INC-22. Form INC-22 Address Change Process is the procedure companies must follow to notify the Ministry of Corporate Affairs (MCA) when changing their registered office address and maintaining statutory compliance.

Form INC-22, prescribed under Section 12 of the Companies Act, 2013 and Rule 25 and Rule 27 of the Companies (Incorporation) Rules, 2014, is the official MCA filing used to verify or update a company’s registered office address. It carries specific timelines, document requirements, and procedural variations depending on the nature of the shift.

This guide covers everything you need to know about filing Form INC-22 in 2026: when it is required, what documents are needed, the step-by-step process, applicable fees, and consequences of non-compliance.

If your company is still in the incorporation stage and you have not yet declared a registered office, read the complete guide to company registration in India before proceeding.

What is Form INC-22?

Form INC-22 is the Notice of Situation or Change of Address of the Registered Office of a Company. It is an event-based compliance form filed on the MCA V3 portal. The form serves two distinct purposes.

First, it is used at the time of incorporation when the registered office address was not declared in SPICe+ Part B. In this case, the company must file INC-22 within 30 days of incorporation to confirm its registered office.

Second, it is used whenever the registered office is shifted from one location to another, whether within the same city, to a different city in the same state, or to an entirely different state. The form notifies the ROC of the new address and provides supporting documentation to verify the company’s presence at that address.

When is Form INC-22 required?

The following situations require filing of Form INC-22:

At the time of incorporation, if the registered office address was not included in SPICe+ Part B. The form must be filed within 30 days of the date of incorporation.

On shifting the registered office within the same city, town, or village. This is the most common scenario and requires only a board resolution and the INC-22 filing.

On shifting the registered office from one city to another city within the same state and under the same ROC jurisdiction. This requires a special resolution in addition to a board resolution, and Form MGT-14 must be filed before INC-22.

On shifting the registered office to a different ROC jurisdiction within the same state or from one state to another. These scenarios require Regional Director approval via Form INC-23, and INC-22 is filed after the order is received.

Four types of address change and their processes

Address change within the same city

This is the simplest form of registered office change. It applies when both the old and new addresses are within the same city, town, or village and fall under the same ROC jurisdiction.

The board of directors passes a board resolution approving the change. No special resolution or shareholder approval is required. Form INC-22 is filed on the MCA V3 portal within 30 days of the board resolution date, along with address proof documents. The filing is processed in STP (Straight Through Processing) mode and is typically approved within a few working days.

Address change to a different city within the same state and same ROC

When the new address is in a different city but still within the same state and under the same ROC, the process involves a special resolution. The board first passes a board resolution approving the change. The company then holds an Extraordinary General Meeting (EGM) or passes a resolution through postal ballot. Form MGT-14 is filed with the ROC within 30 days of passing the special resolution. Form INC-22 is then filed within 30 days of the special resolution, along with the required documents.

Address change across ROC jurisdictions within the same state

Where the shift moves the registered office from one ROC jurisdiction to another within the same state, Regional Director (RD) approval is required. Following the MCA Notification S.O. 4850(E) effective February 16, 2026, several states including Delhi, Mumbai, Uttar Pradesh, and Kolkata now have internal ROC boundary changes that require careful verification before filing. The process involves a board resolution, a special resolution, newspaper publication, Form MGT-14, Form INC-23 (application to RD), and then Form INC-22 and Form INC-28 after the RD order is received.

Address change from one state to another

This is the most complex type of address change. It requires amending the Memorandum of Association (MOA) under Section 13 of the Companies Act, 2013, which itself requires Regional Director and Central Government approval in certain cases. The steps include a board resolution, a special resolution, alteration of the MOA, newspaper publication, filing Form INC-23 with the RD at least one month after serving notice on creditors, and filing Form INC-22 and Form INC-28 within 30 days of the RD order. The full process typically takes 60 to 90 days.

Documents required for Form INC-22

The following two attachments are mandatory in all cases under Rule 25 of the Companies (Incorporation) Rules, 2014:

Proof of registered office address: a conveyance deed, lease deed, or rent agreement in the company’s name. For virtual office users, this is the lease agreement provided by the provider.

Utility bill: a copy of a utility service bill for the premises, not older than two months from the date of filing. Electricity, gas, or telephone bills are accepted. The bill must show the address clearly and match the address being registered.

The following documents are required conditionally:

• A No-Objection Certificate (NOC) from the property owner when the premises is rented or shared.
• A certified true copy of the board resolution in all address change filings.
• A certified true copy of the special resolution and Form MGT-14 when shifting across cities or ROC jurisdictions.
• A photograph of the premises showing the company name board.
• An altered MOA when shifting the registered office from one state to another.
• Form INC-23 order copy and Form INC-28 for inter-ROC and inter-state shifts.

Step-by-step filing process on MCA V3

Step 1: Prepare resolutions. Pass the appropriate board resolution and, where required, a special resolution in an EGM or through postal ballot. Ensure the resolution text states the current address, the proposed new address, and the effective date of change.

Step 2: Collect and verify documents. Gather the utility bill (not older than two months), rent agreement or ownership proof, NOC from the property owner if applicable, and a photograph of the premises with the company name board clearly visible. Verify that the address in every document matches exactly, including floor number, building name, pin code, and locality.

Step 3: Log in to MCA V3. Access the MCA V3 portal using the authorised signatory’s credentials. Navigate to the e-Filing section and select eForm INC-22.

Step 4: Fill the form. Enter the Company Identification Number (CIN), the new registered office address, the effective date of the change, and the details of the resolution passed.

Step 5: Attach documents. Upload all mandatory and conditional attachments. The portal will flag missing documents during the pre-scrutiny check.

Step 6: Affix DSC. The form must be digitally signed using the Digital Signature Certificate (DSC) of a director and certified by a Company Secretary, Chartered Accountant, or Cost Accountant in whole-time practice.

Step 7: Pay the government fee. The fee for INC-22 is based on the company’s authorised share capital as per Schedule I to the Companies (Registration of Offices and Fees) Rules, 2014. The fee is computed automatically by the portal.

Step 8: Submit and track. Submit the form and note the Service Request Number (SRN). INC-22 is processed in STP mode and is typically approved within 2 to 5 working days.

Timelines and deadlines

• Filing after incorporation (if address not declared in SPICe+): within 30 days under Section 12(2).
• Filing after address change within the same city: within 30 days of the board resolution under Section 12(4).
• Filing after special resolution for change to a different city or ROC: within 30 days of the special resolution.
• Filing after Regional Director approval for inter-ROC or inter-state change: Form INC-28 within 30 days of the RD order, followed by INC-22 within 15 days of filing INC-28.

Government fee for Form INC-22

The filing fee is determined by the company’s authorised share capital and is automatically computed by the MCA V3 portal. For late filing, a penalty of Rs. 100 per day applies under Section 403 of the Companies Act, 2013 from the day after the due date until actual filing.

Note: The Companies Compliance Facilitation Scheme 2026 (CCFS-2026), operational from April 15, 2026 to July 15, 2026, provides a one-time window to regularise pending filings by paying the normal fee plus only 10% of accumulated late fees.

Consequences of non-compliance

Failure to file Form INC-22 within the prescribed period exposes the company and its officers to the following:

Daily penalty of Rs. 100 per day from the day after the deadline until the date of filing, with no cap. For multi-month delays, the accumulated penalty can significantly exceed the original filing fee.

The company may be flagged as non-compliant in the MCA database, affecting its ability to file other forms or receive approvals from government departments.

Persistent failure to maintain a verifiable registered office can trigger striking-off proceedings under Section 248 of the Companies Act, 2013.

Under Section 12(8), if a company fails to maintain a registered office capable of receiving communications, every officer in default is liable to Rs. 1,000 per day, subject to a maximum of Rs. 1,00,000.

Directors of companies struck off due to address non-compliance face disqualification under Section 164(2), which bars them from appointment as director of any company for five years.

Common mistakes to avoid when filing INC-22

Address mismatch across documents: the address in the board resolution, rent agreement, NOC, utility bill, and form must be identical. Even a different pin code or abbreviated locality name will cause rejection.

Expired utility bill: the bill must not be older than two months from the date of filing. Bills outside this window are not accepted under any circumstances.

Missing NOC: when the premises is rented, the NOC from the property owner is mandatory. Many filings are rejected because the NOC is missing or unsigned.

Filing MGT-14 after INC-22: when a special resolution is involved, Form MGT-14 must be filed before or simultaneously with INC-22.

If you are using a virtual office address for the first time, the guide to virtual place of business registration explains what documentation you will need for both MCA and GST compliance.

How virtual offices help with INC-22 filings

Under Section 12 of the Companies Act, 2013, the registered office address must be backed by a valid rent agreement, NOC from the property owner, and a utility bill not older than two months. These are the exact three documents Form INC-22 requires as mandatory attachments.

myHQ Virtual Offices in Bangalore and across 40+ cities in India provide MCA-compliant registered office addresses, backed by 150+ partner spaces, 50+ Virtual Office Experts, and 10,000+ clients served. When a company needs to change its registered office to a new city or update its address because the current lease has expired, myHQ provides the complete INC-22 documentation package: the lease agreement in the company’s name, the NOC from the property owner, and the utility bill for the new premises.

With digital KYC and agreement, paperless onboarding, and the fastest document turnaround time in the industry, companies receive their address documents well within the 30-day INC-22 filing window. Flexible contract tenures mean companies are not locked into long-term leases at an address they may need to change as they grow.

You can also read the GST registration guide to understand how address proof works across both MCA and GST filings.

Conclusion

The Form INC-22 Address Change Process is an important compliance requirement for companies that change their registered office address. Filing Form INC-22 within the prescribed timeline helps avoid penalties and ensures MCA records remain accurate. Before submitting the application, businesses should verify all supporting documents and approvals to complete the Form INC-22 Address Change Process smoothly and efficiently.

Frequently asked questions

What is Form INC-22 used for?

Form INC-22 is used to notify the ROC of a company’s registered office address, either at the time of incorporation or when the address is changed. It is filed on the MCA V3 portal under Section 12 of the Companies Act, 2013.

What is the time limit to file INC-22 after an address change?

Form INC-22 must be filed within 30 days of the date of the address change or the date of the resolution approving the change, whichever is applicable.

Is a special resolution required for all types of address change?

No. A change within the same city, town, or village requires only a board resolution. A change to a different city within the same state and ROC jurisdiction requires a special resolution. Inter-ROC and inter-state changes require Regional Director approval in addition to a special resolution.

What documents are mandatory for INC-22?

A utility bill not older than two months and proof of the registered office address (rent agreement, lease deed, or ownership document) are mandatory in all cases. An NOC from the property owner is required when the premises is rented.

What is the penalty for late filing of INC-22?

A penalty of Rs. 100 per day of default is levied under Section 403 of the Companies Act, 2013, from the day after the due date until the date of actual filing.

Can a virtual office address be used for INC-22 filing?

Yes. A virtual office address is valid for INC-22 provided the virtual office provider supplies a rent agreement in the company’s name, an NOC from the property owner, and a utility bill for the premises not older than two months. These three documents satisfy the mandatory attachment requirements under Rule 25 of the Companies (Incorporation) Rules, 2014.

Is Form MGT-14 mandatory along with INC-22 for all address changes?

Form MGT-14 is required only when a special resolution is passed. For changes within the same city requiring only a board resolution, MGT-14 is not needed. For changes to a different city within the same state or across ROC jurisdictions, where a special resolution is mandatory, MGT-14 must be filed within 30 days of the special resolution before INC-22 is submitted.