Law to maintain registered office of a Company

  Below are relevant sections on this topic

Section 7: Incorporation of the Company:

  • There shall be filed with the Registrar within whose jurisdiction the registered office of a company is proposed to be situated, the following documents and information for registration, namely:—-

(a), (b), (c),

Section 7(d)

the address for correspondence till its registered office is established:

(e), (f), (g)

Section 7(2)

On the basis of information and documents submitted the Registrar issues a Certificate of Incorporation

Section 7(3)

On the basis of Certificate of Incorporation, a CIN shall be issued

Section 7(4)

The company shall maintain and preserve at its registered office, copies of all documents and information as originally filed under sub-section (1) till its dissolution under the Act.

Section 7(5)

If any person furnishes any false or incorrect particulars of any information or suppresses any material information, of which he is aware in any of the documents filed with the Registrar in relation to the registration of a company, he shall be liable for action under Section 447.

Section 12. Registered office of company—

  • A company shall, [within thirty days of its incorporation] and all times thereafter, have a registered office capable of receiving and acknowledging all communications and notices as may be addressed to it.
  • , (3), (4),

Section 12(5)

The registered office shall not be changed without passing a Special Resolution by the Board and with the specific permission of the Regional Director.

(6), (7),

Section 12(8)

If any default is made in complying with the requirements of this section, the company and every officer who is in default shall be liable to a penalty of one thousand rupees for every day during which the default continues but not exceeding one lakh rupees.

Section 12(9)

If the Registrar has reasonable cause to believe that the company is not carrying on any business or operations, he may cause a physical verification of the registered office of the company in such manner as may be prescribed and if any default is found to be made in complying with the requirements of sub-section (1), he may without prejudice to the provisions of sub-section (8), initiate action for the removal of the name of the company from the register of companies under Chapter XVIII.

Section 447 : Punishment for fraud

Provided where the fraud in question involves public interest the terms of the imprisonment shall not be less than three (3) years.

Section 448:

Punishment for false statement: Save as otherwise provided in this Act, if in any return, report, certificate, financial statement, prospectus, statement or other document required by, or for, the purpose of any of the provisions of this Act or the Rules made there under, any person makes a statement,—–

  • Which is false in any material particular, knowing it to be false; or
  • Which omits any material fact, knowing it to be material, he shall be liable under section 447

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2 thoughts on “Law to maintain registered office of a Company”

  1. Abhilash Malhotra

    Sir, What will happen if I continue using your address as my Registered Office without paying you after one year.

  2. Dear Abhilash Malhotra, In case you are caught by any chance, you will become liable to pay a fine under Section 12(8) which says “If any default is made in complying with the requirements of this section, the company and every officer who is in default shall be liable to a penalty of one thousand rupees for every day during which the default continues but not exceeding one lakh rupees”. We have seen a company being punished @ Rs.1 Lakh each on the Company and also on two Directors of the Company. Appeal of the company was rejected there after.

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