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Name Change of a Company
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Why Change Your Company’s Name?
People decide to change their company’s name for any of the following benefits:
Capitalising on the popularity of a Product/Service
If a business gains popularity for one particular product or service, it can rename its company around that product/service to capitalise on that popularity.
Memorable Business Name
If the existing name isn’t catchy enough, one can change the company’s name to something more memorable to strike the right chord with potential customers.
Repositioning
A company’s name can also be changed when the business is ready to move into a new market. This helps in repositioning the brand/company.
Location-friendly Name
Sometimes, based on the new geography you are entering, it might prove necessary/useful to change to a more friendly and acceptable name there.
Avoiding Copyright Issues
If a company’s name is subjected to copyright issues, it can change its name to avoid problems.
Change of Ownership
A new name would help a new owner to ‘stamp their authority’ on the company and give it a whole new direction.
What Name Changing Doesn’t Affect?
- The name change will not affect any rights/obligations of the company and any legal proceedings continued against/by the company in its old name.
- However, the commencing of any fresh legal proceedings against the company in the former name is not valid after the RoC has registered the new name. The company in its old name should be treated as non-existent.
Process to Change the Name of a Company
To get the name of a company changed, you will need to follow the 5 steps:
Step 1: Passing a Board Resolution
A board meeting will be conducted where a resolution to change the company’s name should be passed.
The directors should approve the new name and authorise either a director or a company secretary (CS) to check the availability of the new name with the MCA.
Step 2: Checking the Name Availability
The authorised person should apply to the MCA in form INC-1 to check the availability of the proposed name. You can also run a search through this link.
It is important to run a trademark search for the proposed name.
You should shortlist four to five business names before checking the availability to cover for the event of these names being taken or in use already.
Step 3: Passing Special Resolution
Once the availability of the new name is confirmed, the company should convene an extraordinary general meeting (EGM). A special resolution will be passed for changing the name and making appropriate changes to the AoA and the MoA.
Step 4: Applying to the Registrar
The special resolution will be submitted to the RoC within 30 days of passing, along with the form MGT-14, which will contain the details related to the special resolution.
Within 30 days of filing the MGT-14, form INC-24 needs to be filed with RoC along with the requisite fee. This is required to obtain approval from the central government to change the name. Certain documents also need to be enclosed with these two forms.
Step 5: Issuance of the Certificate of Incorporation
Upon being completely satisfied with the application and the accompanying documents, the RoC will issue a new certificate of incorporation reflecting the name change.
This is a simplified version of the whole process. We will take all the drafting, filling out of forms, and filing out of your way to make this process easy for you.
Documents Required
Firstly, Form MGT-14 need to be filed with the RoC along with the following documents:
- Notice of the EGM
- Certified copy of the special resolution passed in the EGM.
- The explanatory statement to EGM
- Copy of altered MoA and AoA with the new company name.
Once MGT-14 is approved, the INC-24 e-form should be filed within 30 days along with the following documents:
- A certified true copy of the minutes of the EGM.
- Notice of the EGM.
- Copy of any approval order received from the other authorities such as IRDA, SEBI, RBI, etc., if any.
- Copy of resolution agreement mentioning the members voting for and against the resolution.
- Copy of altered MoA and AoA with the new company name.
- Other documents regarding any additional information sought as optional attachments.
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