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CS Executive · Company Law and Practice · Memorandum and Articles of Association and its Alteration

Ganga Infra Ltd shifted its registered office from Maharashtra to Gujarat after Central Government approval under section 13. Which statement correctly describes the filing and effect under the text given?

A certified copy of the Central Government order must be filed with the Registrar of each of the States concerned, and the Registrar of the State where the office is shifted to, here Gujarat, issues a fresh certificate of incorporation indicating the alteration. Until registered, it has no effect.

  1. AA certified copy of the order is filed with the Registrar of each of the States concerned, and the Registrar of Gujarat issues a fresh certificate of incorporationCorrect
  2. BThe order is filed only with the Registrar of Maharashtra, who issues the fresh certificate
  3. CNo filing is required because the alteration takes effect on the special resolution
  4. DThe Registrar of Gujarat registers it within thirty days and no fresh certificate is issued

Explanation

Section 13(7) requires a certified copy of the Central Government order to be filed with the Registrar of each State within the prescribed time and manner. The Registrar of the State to which the office is shifted issues a fresh certificate of incorporation indicating the alteration. Under section 13(10), the alteration has no effect until registered.

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