Wide Circulation is Sufficient for Shifting of Registered Office from one state to another state By CS Divya Kothari


Dear Professional Colleagues,

The Principal Rules of Companies Incorporation Rules, 2014 did not mention about the widest circulation, it was incorporated under Companies Incorporation Rules by Companies (Incorporation) Second Amendment Rules, 2017. and the same is now on March 6, 2019, amended by Central Government and now it is interpreted as:-

In case of shifting of registered office from one state to another state:-

(5) The company shall, not more than thirty days before the date of filing the application in Form No. INC.23 -

(a) advertise in Form No. INC.26 in the vernacular newspaper in the principal vernacular language in the district and in the English language in an English newspaper with the wide circulation in the state in which the registered office of the company is situated:

which conclude that now the widest circulated newspaper is not required and we can publish the same in the wide circular newspaper.

The amendment notification can be accessed at Companies (Incorporation) Second Amendment Rules, 2019.

In between, owing to having the provision of the widest circulation, only one English newspaper got the widest circulation like in New Delhi it was Times of India. In different states, different newspapers got under the widest circulation.

This had created unease in doing business for companies who wanted to change the registered office from one state to another. A number of undergoing applications were rejected at Regional Director office citing the reason that the newspaper advertisement in INC-26 is not having the widest circulation in the state.

Regional Director started giving reference of RNI Website to look up to for widest circulation.

Now after this amendment, every English newspaper having a wide circulation in the state will be considered. 

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