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Company Name Change

Explore all the details you need about Company Name Change, tailored for your needs.

Changing a company’s name is a significant strategic decision governed by the Companies Act 2013 in India. This process reflects a company’s evolving identity, market presence, or corporate strategy and can have a profound impact on customer perception and branding.

Solocorp provides expert assistance for your company’s name change process, ensuring a smooth and legally compliant transition. Our team ensures that all necessary legal steps are followed, providing you with a hassle-free experience as you navigate through the required paperwork and official procedures.

Company Name Change

Under the Companies Act 2013, a company can change its name through a special resolution passed in a general meeting, subject to approval from the Registrar of Companies (RoC) and the Central Government. Importantly, this name change does not create a new company or entity. The existing company will operate under its new name.

  • Rights and Obligations: The rights or obligations of the company remain unaffected after the name change.
  • Legal Proceedings: Any legal proceedings involving or against the company remain unchanged despite the name change.

Legal Provisions for Changing a Company's Name

Changing a company's name is governed under Section 13(2) of the Companies Act 2013, requiring a special resolution and approval from the Central Government (delegated to the Registrar of Companies). The process ensures that the new name complies with regulations and does not violate any existing laws.

Section 4(2) - Name Similarity and Legal Compliance

  • A company cannot adopt a name that is identical or closely resembles an existing company's name, violates any existing law, or is deemed undesirable by the Central Government. (Refer to Rule 8 of the Companies (Incorporation) Rules, 2014 for further guidelines.)

Section 4(3) - Approval for Specific Words in Company Names

  • Certain words or expressions in a company's name may require prior approval from the Central Government to avoid giving a false impression of government affiliation.

Restriction on Name Change (Rule 29(1))

  • Companies that have defaulted in filing required documents with the Registrar or in repaying deposits or debentures are prohibited from changing their names.

Application for Name Change (Rule 29(2))

  • An application in Form INC-24, along with the prescribed fee, must be filed to request a name change. Upon approval, a new certificate of incorporation (Form INC-25) is issued with the updated name.

Changing Company Name: When It's Permitted

There are various reasons a company may contemplate changing its name. Some common motives include structural changes, marketing strategies, and legal compliance.

Changing from Private to Public

When a private limited company becomes public through an IPO, it may change its name as part of the restructuring process, complying with regulatory requirements.

Changing from Public to Private

A public limited company may opt to change its status to a private limited company. This involves altering its name and restructuring its operations, often to reduce compliance costs.

Voluntary Name Change

Companies may choose to change their name voluntarily for reasons such as rebranding, realigning business activities, or improving brand image.

Adaptation to New Business Activities

When a company's business activities evolve, it may modify its name to reflect its new direction. This may also require updates to its Memorandum of Articles.

Marketing and Rebranding

Changing the name for marketing or rebranding purposes helps the company align itself with trends, reposition its brand, and enhance its image in new markets.

Change of Ownership

A change in ownership often leads to a name change to reflect the authority of the new management and to serve branding purposes.

Intellectual Property Rights (IPR)

Companies may alter their name to strengthen their intellectual property rights, avoid conflicts, or enhance trademark protection.

Compliance with the Registrar of Companies (RoC)

If the RoC issues a directive due to a name conflict or trademark issue, the company must comply with the name change order.

Leveraging Popularity

Companies may rebrand to capitalize on the popularity of a specific product or service by aligning the company name with that product.

Documents Required for Changing Company Name

To successfully change a company's name, several key documents need to be submitted as part of the process. These include attachments for forms MGT-14 and INC-24, as well as other essential documents.

Attachments to Form MGT-14 (For Changing Company Name)

Attachments to Form INC-24 (For Name Change Approval)

Additional Documents Required

Procedure for Changing a Company's Name

Changing the name of a private limited company involves a systematic process that includes several key steps to ensure compliance with regulatory requirements.

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Step 1: Board Resolution

Initiate the process by convening a board meeting. During this meeting, the board of directors will decide to change the company's name. They will also authorize a Director or the Company Secretary (CS) to verify the availability of the new name with the Ministry of Corporate Affairs (MCA). Additionally, the board will set the groundwork for conducting an Extraordinary General Meeting (EGM) to pass a special resolution.

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Step 2: Checking Name Availability

The authorized director or company secretary will follow these steps to ensure the chosen name is available and compliant with regulatory requirements: 1. Reservation Request: The authorized representative will initiate a request for the reservation and approval of the new name using the RUN (Reserve Unique Name) facility provided by the Ministry of Corporate Affairs (MCA). 2. Availability Check: Verify the availability of the proposed name. 3. Confirmation from RoC: The Registrar of Companies will confirm the availability of the requested name. 4. Compliance Check: Ensure the proposed name adheres to regulatory guidelines.

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Step 3: Passing a Special Resolution

After obtaining confirmation from the RoC that the proposed name is available and compliant, the company must proceed with the following steps: 1. Calling an Extraordinary General Meeting (EGM): Convene an EGM to discuss and vote on the proposed name change. 2. Passing a Special Resolution: A special resolution will be proposed during the EGM to approve the name change and amend the company's Memorandum and Articles of Association. 3. Approval by Shareholders: The resolution must be passed by the majority of shareholders present at the meeting. 4. Filing with RoC: File the passed resolution along with the altered Memorandum and Articles of Association with the RoC. 5. Obtaining RoC Approval: The RoC will approve the name change after reviewing the submitted documents.

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Step 4: Applying to the Registrar for Name Change Approval

After passing the special resolution, the company must apply for the name change approval from the Registrar of Companies (RoC). 1. Filing Form MGT-14: File Form MGT-14 within 30 days of passing the special resolution, along with the required documents. 2. Filing Form INC-24: File Form INC-24 with the RoC to seek approval from the Central Government for the name change.

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Step 5: Issuance of Certificate of Incorporation for Name Change

Once the RoC reviews the documents and is satisfied, they will issue a new Certificate of Incorporation reflecting the updated company name. This marks the completion of the name change process.

Essential Compliances After a Company Name Change

After receiving the new certificate of incorporation from the RoC, the company should promptly update its name in various documents and records.

  • MOA and AOA copies

    Update the Memorandum of Association (MOA) and Articles of Association (AOA) to reflect the new company name.

  • Common and official seals

    Ensure that the company’s common and official seals are updated with the new name.

  • Promissory notes and bills of exchange

    Modify all promissory notes and bills of exchange issued by the company to display the new name.

  • Bank account name

    Update the company’s bank accounts with the new name.

  • Tax authorities, EPF, and ESI department

    Notify tax authorities, the Employee Provident Fund (EPF), and the Employees’ State Insurance (ESI) department about the name change.

  • Website and social media accounts

    Update the company’s website and social media profiles to reflect the new name.

  • PAN and TAN

    Update the Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) with the new company name.

  • Letterheads, business cards, etc.

    Ensure that all company letterheads, business cards, and other stationery are updated with the new name.

  • Statutory registers

    Update the statutory registers to reflect the new name of the company.

  • Employment and business contracts

    Modify employment contracts and business agreements to include the new company name.

  • Business licenses or permits

    Update any business licenses or permits to reflect the company’s new name.

SoloCorp: Your Trusted Partner for Company Name Changes

Ready to rebrand your business with a new name? Let SoloCorp guide you through every step of the company name change process.

We provide comprehensive assistance to companies looking to change their names in India. With a team of experienced professionals and a deep understanding of the legal procedures involved, we can seamlessly guide you through the entire process.

Our experts ensure a smooth transition, handling all the legalities and compliance requirements.

  • 1

    Step 1: Initial Consultation

    Our team will discuss your current business situation and your desire to change the company name.

  • 2

    Step 2: Legal Document Preparation

    We will assist in preparing and filing all necessary documents with the regulatory authorities.

  • 3

    Step 3: Name Approval

    We handle the process of obtaining approval for your new company name from the relevant authorities.

  • 4

    Step 4: Updating Company Records

    Once approved, we update your company’s legal records and notify relevant stakeholders.

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Startup
Registrations
MCA Services
Recovery of shares
Trademark
Goods & Services Tax
Income Tax
Compliances