Change Name of Company
Check out the full procedure for change the name of your business with filecrat. The process of changing company name starts just at Rs 2599.
Change Name of Company
The name of a company reflects its unique identity, communicates about your business to the clients and gives an idea about your product-line to your customers about the product you are dealing with. In the globalized era, the customers identify your product because of the goodwill attached to the name of your company. It is the first clause of the Memorandum of Association (also known as Name Clause). A change of name does not result in its dissolution nor its results in incorporation of any new company as it is associated with only the change in legal identity in the market.
Further, change of name does not give effect to any of the following:
- Any rights or obligations of the company
- Any legal proceedings by or against the company
- Right to sue or be sued
- The liability of the company to pay income tax arrears.
Required features of the New Name
The name of the company should not be any of the following:
- Too identical, similar or resembling name of existing company or LLP registered in act
- Too identical, similar or resembling name of registered trademark
- Offensive, or undesirable as per central governments opinion
While comparing the name:
- Plural and singular word can be treated as same and that can be disregarded
- The punctuation, special character, or spacing between the words shall be disregarded
- Distinguish between the name on the basis of use of different tenses shall be disregarded
- Distinguish on the basis of domain name such as www.org.in shall be disregarded
- Arranging words in different order is disregarded
- A small change in spelling or grammar shall be disregarded
- Translation or transliteration from English to Hindi or one language to another shall be disregarded
- Addition or deletion of any place name to existing name shall not make distinguishable.
- Private, Pvt. (P), OPC Pvt. Ltd., IFSC Limited, IFSC Pvt. Limited, Producer Limited, Limited, Unlimited, Ltd, Ltd,, LLP, Limited, Liability Partnership, company, and company, &Co., co., corporation, corp, corpn, corp or group; it shall be disregarded
Procedure for Change in name clause
STEP 1: A Board Meeting is convened for the change of name of company to discuss and approve the new proposed name of the company by passing a resolution subject to availability and approval of Central Government along with the consent of the members by Special Resolution.
STEP 2: Application for reservation of name is made using RUN (Reserve Unique Name) facility of MCA. A brief note about the objects of the company and the copy of Board resolution passed is submitted.
STEP 3: An extra-ordinary general meeting is convened after approval of name is received to pass a special resolution to alter the name clause of the Memorandum of Association.
STEP 4: The MCA is intimated of the passed Special Resolution in Form MGT-14.
STEP 5: The application for name change of company is filed before the Central Government along with the amended copy of MOA & AOA, notice of EGM and special resolution. The Central Government provides a fresh Certificate of Incorporation consequent to change of name.
Compliances after the Change in Name
After the change in name of the company, it should be altered in the following documents immediately:
- Drafting of Board Resolution
- Filing of RUN Form
- Drafting of Notice for EGM along with explanatory statement
- Drafting of EGM Resolution
- Filing of Form MGT-14
- Filing of Form INC-24
- Obtaining Fresh Certificate of Incorporation from ROC
- ROC Fees for forms not included
- Proposed name(s) of the company
- Certificate of Incorporation
- Memorandum of Association (MOA)
- Articles of association (AOA)
- List of Directors and Shareholders
- Digital signature of the authorized director
Alteration of memorandum does not attract Stamp duty. Further, it always paid at the time of allotment of shares and incorporation on share certificate issued to the subscribers.
The approved name shall be reserved for 60 days from the date of approval of name but in the situation of expiration, the name has to be re-applied and at the time of re-application it is advisable to attach the previous name approval letter which got expired.
When a company has changed its name during last 2 years, it shall paint/ affix/ print the former name along with new name so changed during last 2 years.
Rectification of name of the company is required to be carried out if, through inadvertence or otherwise, a company (whether on first registration or registration of new name) is registered by a name which is identical or too nearly resembles the name of the company already in existence.
In that situation, the company shall change its name or new name, as the case may be, within a period of three months from the issue of such direction, after adopting an ordinary resolution for the purpose.
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