PHYSICAL VERFICATION OF REGSITERED OFICE ADDRESS OF COMPANY BY ROC

As per Section 12 of Companies Act, 2013, every company shall, within thirty days of its incorporation and at all times thereafter, have a registered office capable of receiving and acknowledging all communications and notices as may be addressed to it.

The Registrar of Companies have been given power under Sub-section (9) of Section 12 that 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.

Now, to make the Sub-section (9) of Section 12 fully functional and to provide the procedural aspect, MCA vide its notification dated 18^th August 2022, has introduced the Companies (Incorporation) Third Amendment Rules, 2022 and inserted Rule 25B: Physical Verification of the Registered Office of the Company after the existing Rule 25A.

The Rule 25B: Physical Verification of the Registered Office of the Company has been summarized as below:

• The Registrar, based upon the information or documents made available on MCA 21, shall visit at the address of the registered office of the company and may cause the physical verification of the said registered office for the purposes of sub-section (9) of section 12, in presence of two independent witness of the locality in which the said registered office is situated and may also seek assistance of the local Police for such verification, if required.

• The Registrar shall carry the documents as filed on MCA 21 in support of the address of the registered office of the company for the purposes of physical verification and to check the authenticity of the same by cross verification with the copies of supporting documents of such address collected during the said physical verification, duly authenticated from the occupant of the property whereat the said registered office is situated.

• The Registrar shall take a photograph of the registered office of the company while causing physical verification of the same.

• The report of the physical verification shall be prepared in the following format namely:

Report on Physical Verification of the Registered Office of the Company

1. Name and CIN of the company:
2. Latest address of the registered office of the company as per MCA 21 record:
3. Date of authorization letter issued by the Registrar of Companies:
4. Name of the Registrar of Companies.
5. Date and Time of visit for physical verification of the registered office:
6. Location details along with Landmark:
7. Details of the person available, if any at the time of the visit-
   • (i )Name:
   • (ii) Father’s Name:
   • (iii) Residential Address:
   • (iv) Relationship with the Company, if applicable:
8. Remarks if any:
9. Documents attached:
   • (i) Copy of the agreement/ownership/rent agreement/No Objection Certificate of the registered office of the company from owner/ tenant/ lessor
   • (ii) Photograph of the registered office
   • (iii) Self-Attested ID-Card of the person available, if any
   • (iv) Any other document(s)

Place:

Date:

Signature/-

Name and Designation of the Official with Official Address

(v)       Where the registered office of the company is found to be not capable of receiving                                                      and acknowledging all communications and notices, the Registrar shall send a notice to the company and all the directors of the company, of his intention to remove the name of the company from the register of companies and requesting them to send their representations along with copies of relevant documents, if any, within a period of thirty days from the date of the notice before taking further actions in accordance with the provisions of section 248 of the Act.