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Section 18 – The Companies Act,1956

The Companies Act, 1956

18. Alteration to be registered within three months.

1[(1) A company shall file with the Registrar

(a)a special resolution passed by a company in relation to clauses (a) to (g) of sub-section (1) of section 17, within one month from the date of such resolution; or

(b)a certified copy of the order of the 2[Central Government] made under sub-section (5) of that section confirming the alterations, within three months from the date of order,

as the case may be, together with a printed copy of the memorandum as altered and the Registrar shall register the same and certify the registration under his hand within one month from the date of filing such documents.]

(2) The certificate shall be conclusive evidence that all the requirements of this Act with respect to the alteration and the confirmation thereof have been complied with, and thenceforth the memorandum as so altered shall be the memorandum of the company.

(3) Where the alteration involves a transfer of the registered office from one State to another, a certified copy of the order confirming the alteration shall be filed by the company with the Registrar of each of the States, and the Registrar of each such State shall register the same, and shall certify under his hand the registration thereof; and the Registrar of the State from which such office is transferred shall send to the Registrar of the other State all documents relating to the company registered, recorded or filed in his office.

(4) The 3[Central Government] may, at any time, by order extend the time for the filing of documents 4[or for the registration of the alteration] under this section by such period as it thinks proper.


1. Subs. by Act 5 of 1997, sec. 3, for sub-section (1) (w.e.f. 1-3-1997). Earlier sub-section (1) was substituted by Act 65 of 1960, sec. 7 (w.e.f. 28-12-1960).

2. Subs. by Act 11 of 2003, sec. 8, for “Company Law Board”.

3. Subs. by Act 11 of 2003, sec. 8, for “Company Law Board”. Earlier the words “Company Law Board” were substituted by Act 41 of 1974, sec. 5, for the word “Court” (w.e.f. 1-2-1975).

4. Ins. by Act 65 of 1960, sec. 7 (w.e.f. 28-12-1960).

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The Companies Act, 1956

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