Noting of closing and opening of branches
📘 Noting of Opening and Closing of Branches
When a firm opens a new branch or closes an existing one, it must report the change to the concerned government authority (usually the Registrar of Firms, if registered under the Indian Partnership Act, 1932).
This process is known as "Noting of Changes in Branches."
🏢 1. What is a Branch?
A branch is any place other than the principal place of business where the firm carries out operations (e.g., sales offices, warehouses, regional offices).
📝 2. Legal Obligation to Report Changes
Under Section 61 of the Indian Partnership Act, 1932, if a registered firm:
Opens a new branch
Closes an existing branch
It must notify the Registrar of Firms by filing a statement.
🧾 3. Process for Recording the Change
✅ Step-by-Step Procedure:
Step 1: Pass a Resolution
Partners must agree and resolve to:
Open a new branch, or
Close an existing branch
The resolution should be in writing and signed by all (or majority, as per deed) of the partners.
Step 2: Fill the Prescribed Form
Usually, this is done using:
Form D (India) – Notice of change of the place of business (other than principal place)
This form includes:
Name of firm
Registration number
New branch address or the address being closed
Date of change
Step 3: Attach Supporting Documents
For Opening a Branch:
Address proof of new branch (e.g., rent agreement, utility bill)
No-objection certificate (NOC) from the property owner, if applicable
Partner's ID proof
For Closing a Branch:
Resolution stating closure
Any clearance document, if required by local authority
Step 4: Submit to Registrar of Firms
File the signed form and documents with the Registrar of Firms of the respective state.
Some states allow online submission, others need physical filing.
Step 5: Pay Filing Fees
A nominal fee is usually payable (varies by state/country).
Step 6: Receive Acknowledgment
After verification, the Registrar will update the firm's record and issue confirmation.
📄 4. Sample Format of Notification (Form D - India)
Form D Notice of Change of Place of Business (Other Than Principal Place) To: The Registrar of Firms, [State Name] Subject: Opening/Closing of Branch We hereby notify the following change in the places of business of our registered firm: 1. Name of Firm: M/s ABC & Co. 2. Firm Registration No.: FR/DEL/2020/12345 Change Type: [ ] Opening of Branch [ ] Closing of Branch Old/New Branch Address: M/s ABC & Co. Branch: 1st Floor, Tower B, Sector 62, Noida, UP – 201301 Effective Date of Change: 01-08-2025 We request you to kindly take this on record. Date: [DD-MM-YYYY] (Signature of Partner(s)) Name: Designation: Firm Seal
❗ 5. Why Is It Important to Record These Changes?
Legal compliance with the Partnership Act or applicable law
Transparency in business operations
To maintain updated records for taxation, licensing, and banking
Ensures the firm can receive legal documents and notices at the correct address
🌍 For Other Jurisdictions
In countries like the USA, UK, Canada, etc., businesses must:
File an amendment to business registration
Update with local taxation and licensing bodies
Notify municipal/city authorities if required
A ready-to-use template for your firm?
Help with a specific state’s rules?
Or assistance in drafting a board/partner resolution?
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