• Change in Registered Office - Is it required to change in Deed

Dear Sir,

We had carried out a sale deed for our company in Rajasthan. But after completion of sale deed, companies registered office has been changed as the office has been shifted to a different location. Is it required to amend the sale deed. And if yes is it required that the seller also should be available during amending the sale deed.
Asked 4 months ago in Property Law from Jalore, Rajasthan
Religion: Hindu
1. The sale deed is not required to be amended for the change in the registered office. Notice of every change of the situation of the registered office, after the date of incorporation of the company, shall be given to the Registrar in form INC-22 within fifteen days of the change, who shall record the same.

2. For the purpose of verification of the situation of the registered office or the verification of change in the registered office of the company, the Govt. has prescribed rule 25 & 27 of the Companies (Incorporation) Rules, 2014 which states as under:-

Rule 25: Verification of registered office:

(1) The verification of the registered office shall be filed in Form No. INC-22 along with the fee and

(2) There shall be attached to said Form, any of the following documents, namely:

(a) The registered document of the title of the premises of the registered office in the name of the company; or

(b) The notarized copy of lease/rent agreement in the name of the company along with a copy of rent paid receipt not older than one month;

(c) The authorization from the owner or authorized occupant of the premises along with proof of ownership or occupancy authorization, to use the premises by the company as its registered office and

(d) The proof of evidence of any utility service like telephone, gas, electricity, etc. depicting the address of the premises in the name of the owner or document, as the case may be, which is not older than two months.

Rule 27: Notice and verification of change of situation of the registered office:
The notice of change of the situation of the registered office and verification thereof shall be filed in Form No. INC-22 along with the fee and shall be attached to said Form, the similar documents and manner of verification as are prescribed for verification of Registered office on incorporation as above in terms of sub-section (2) of section 12.

Ashish Davessar
Advocate, Jaipur
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1) it is not mandatory to change the registered office in sale deed . at the time of execution of sale deed X was registered office . if subsequently it has changed to Y it is not necessary to execute rectification deed . you may if you so desire change the regd office mentioned in sale deed 

2, If there is no material changes in the deed, no additional stamp duty is required.

3) only the registered office is being changed .

4) rectification deed,  does not create transfers, limit extends or extinguishes any right and therefore, no differential value on stamp charge will arise on the date of execution of the rectification deed.

5) Introduction of rectification deed is not a new or fresh instrument under Section 2(14) of the Indian Stamp Act.the total extent of the land and identity of the property remains the same.
Ajay Sethi
Advocate, Mumbai
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1218 Consultations
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After the execution of sale deed any change of registered office of the company does not permit an ex post facto amendment to be carried out in the original sale deed. The act of notifying the ROC in accordance with law will be sufficient to relate the sale deed with the new registered office of the company.
Ashish Davessar
Advocate, Jaipur
18088 Answers
447 Consultations
5.0 on 5.0
If the address what was mentioned in the sale deed was the actual address at the time of execution of registered sale deed, then it need not be changed or rectified now.
You cannot keep rectifying the address in the sale deed as and when you keep shifting your company's office to different locations.
T Kalaiselvan
Advocate, Vellore
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127 Consultations
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I think the question is not regarding change in address in Registrar of Companies office. This is regarding a land parcel which has been purchased by the company in which address mentioned was old office address. Subsequently since we have changed the registered office address, whether we need to change in the sale deed that has been executed for some other portion of land in Rajasthan. Should we change the address in the Sale deed executed and if so what will be the charges. Say we bought a piece of land for 3.5 crores through registered conveyance deed in which our old office address was mentioned.

You do not have to change or rectify the address what is mentioned in the sale deed now because you have changed or shifted the office of the company to a different location.
This has nothing to do with the registered sale deed or deed of conveyance.
T Kalaiselvan
Advocate, Vellore
13970 Answers
127 Consultations
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1) charges for execution of deed of rectification would be nominal 

2)as mentioned earlier it is not necessary to change the address in sale deed 

3) contact a local lawyer 
Ajay Sethi
Advocate, Mumbai
23184 Answers
1218 Consultations
5.0 on 5.0

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