Background:
Through a notification dated 23rd October 2025, Ministry of Corporate Affairs (MCA)has modified the jurisdiction of existing Registrars of Companies (ROCs) and has also designated some new ROCs. As a result, companies who were earlier governed by one ROC, may now be governed by another ROC. Earlier this was effective from 1st January 2026, however the effective date has been postponed to 16th February 2026 vide MCA notification dated 30th December 2025.
In this write up, we shall try to understand, companies located in which areas will come under the jurisdiction of which ROC as per new modified jurisdiction. This discussion shall primarily revolve around districts of Mumbai, Thane, Raigad and Palghar.
Modified jurisdictions of ROCs:
Earlier, the ROC Mumbai covered almost the whole state of Maharashtra, barring some districts which fell under the jurisdiction of the ROC Pune. As per the modified status, the jurisdiction of ROC Pune remains unchanged. However, the area falling in the jurisdiction of ROC Mumbai is split into 3 different ROCs being, ROC Mumbai, ROC Navi Mumbai and ROC Nagpur.
Amongst these, the areas falling under the jurisdiction of ROC Nagpur are adequately clear and are not analysed in this write-up. The only point to be noted is that if we geographically look at the map of Maharashtra, then the companies located till the districts of Jalgaon and Chatrapati Sambhaji Nagar (erstwhile Aurangabad) will be covered in the jurisdiction of ROC Navi Mumbai and all further districts eastwards shall be governed by ROC Nagpur in place of ROC Mumbai from 16th February 2026 onwards and shifting of registered office geographically from these western districts to eastern districts of Maharashtra will need extra compliance as explained at the end of this write-up. However, the areas covered under jurisdiction of ROC Mumbai and ROC Navi Mumbai need careful deliberation as they fall in close vicinity and clear understanding is required with respect to which areas fall in jurisdiction of which ROC.
Analysis of jurisdiction of ROC Mumbai and Navi Mumbai.
As per the MCA notification, the ROC Mumbai has jurisdiction over areas of Mumbai city and Mumbai suburban. Whereas ROC Navi Mumbai has jurisdiction over districts of Thane, Raigad, Palghar and others. Since districts of Mumbai, Thane, Raigad and Palghar share boundaries with each other, it is important to understand, boundaries of which districts extend till where and which area comes under jurisdiction of which ROC.
For this purpose, help can be taken from PIN code-based divisions made by the Indian Post services. As per this division, following is the area wise distribution amongst ROCs.
| ROC Office | RD office | District Coverage | Major Areas / Localities Included |
| ROC Mumbai-I | RD WR1 (Mumbai) | Mumbai City & Mumbai Suburban | South Mumbai: Colaba, Fort, Nariman Point, Dadar, Worli, Byculla, Parel. |
| Western Suburbs: Bandra, Andheri, Juhu, Malad, Kandivali, Borivali, Dahisar. | |||
| Eastern/Harbour Suburbs: Kurla, Ghatkopar, Vikhroli, Chembur, Trombay, Mankhurd, Mulund. | |||
| ROC Mumbai-II (i.e., ROC Navi Mumbai) | RD WR 2 (Navi Mumbai) | Thane, Raigad, Palghar & others[1]* | Thane District: Thane City, Kalyan, Dombivli, Mira-Bhayandar, Bhiwandi, Ulhasnagar. |
| Navi Mumbai: Vashi, Belapur, Nerul, Airoli, Koparkhairane (under TMC/NMMC). | |||
| Raigad: Panvel, Kharghar, Uran, Taloja, Alibaug, Patalganga. | |||
| Palghar: Vasai, Virar, Boisar, Dahanu. |
As per this distribution, if we try to analyse the suburban areas around Mumbai, then areas till Dahisar in western suburbs of Mumbai, areas till Mulund in Eastern suburbs of Mumbai and areas till Mankhurd in Harbour side of Mumbai come under jurisdiction of ROC Mumbai. Whereas areas beyond these limits fall under ROC Navi Mumbai.
Similar situations exist in cases of ROC Delhi, ROC Uttar Pradesh and ROC Kolkata, who have been newly designated. Therefore, now the companies, before undertaking any corporate action, need to find out, under which ROC, the registered office of their company is located and act accordingly.
Caution with respect to shifting of Registered Office.
As per the provisions of the Companies Act 2013[2], when company shifts its registered office out side the local limits but within the same State and within the jurisdiction of same ROC, in addition to the approval of Board of Directors, it is additionally required to seek approval of shareholders through pass a special resolution (i.e., votes cast in favour of resolution to be not less than three times the number of votes, if any, cast against the resolution), and it can proceed with shifting. However, if office is being shifted from jurisdiction of one ROC to jurisdiction of other ROC, then approval from Regional Director (RD) is also required.
Given this scenario, earlier if company’s registered office was being shifted from Mulund to Thane, then it was shifting outside local limits and only shareholders’ approval by special resolution was sufficient. But now since this shifting will be from jurisdiction of ROC Mumbai to jurisdiction of ROC Navi Mumbai, approval of RD will also required in this case.
Therefore, companies need to be careful while shifting its registered offices outside local limits. The district where the registered office will be shifted need to be evaluated and jurisdictional limits of ROC should be carefully considered before undertaking such shifting.
Conclusion.
In view of the revised ROC jurisdictions, companies must clearly identify and be aware of the ROC governing their registered office with reference to the modified territorial limits. This is particularly important for companies located in adjoining districts, where jurisdictional shifts may have practical compliance implications. Any corporate action, especially shifting of registered office, should now be undertaken only after carefully examining whether it results in a change of ROC jurisdiction, to ensure timely and correct regulatory approvals.
[1] MCA notification No. S.O. 4850(E). dated 23rd October 2025
[2] Section 12(5)
(5) Except on the authority of a special resolution passed by a company, the registered office of the company shall not be changed,—
(a) in the case of an existing company, outside the local limits of any city, town or village where such office is situated at the commencement of this Act or where it may be situated later by virtue of a special resolution passed by the company; and
(b) in the case of any other company, outside the local limits of any city, town or village where such office is first situated or where it may be situated later by virtue of a special resolution passed by the company:
Provided that no company shall change the place of its registered office from the jurisdiction of one Registrar to the jurisdiction of another Registrar within the same State unless such change is confirmed by the Regional Director on an application made in this behalf by the company in the prescribed manner.]