Name of a company is its unique identity, and the same is also found in the first clause of the MOA (also known as Name Clause). In case the management of the company desires to change the name of the company, then it can be done with the consent of its shareholders and the approval of the registrar of companies. Team SETINDIABIZ helps to do the compliance of legal provisions at Just Rs. 6000/-Schedule Free Consultation
The reason for a change of name of the company can be many, such as new branding plan, mergers and amalgamation, a shift in business activity etc.; However, the procedure shall be adopted similarly in all cases. The companies act, 2013 and the rules there under have laid down a clear & non-ambiguous method to change the name of a company. As the name of the company is mentioned on the MOA, AOA, Pan card, Tan Number, GST Registration, etc.; after its change, the same must also be altered.
When a company or LLP operates, there may come lots of situations wherein specific reporting to the various Government Departments are required. For eg: resignation of a director or designated partner, increase of authorized capital, re-issue and re-allotment of shares, transfer of shares, change of registered office, etc. Often businesses are not aware of these reporting formalities and fail to comply with the same. Consequently, they have to bear with undue penalties and additional fees. Taxmantra’s “Amend Your Business” service brings across the entire gamut of such services at the most effective cost in the industry.
Once the board of directors have decided on the new name of the company, a request for its approval is made to the ROC under RUN (Reserve Unique Name) facility. With name approval application a certified extract of the meeting of the board resolution containing the resolution of the name change is also submitted. The new name can be approved by ROC only if it is unique and not same or similar to an already existing company, LLP, Domain or a Trademark.
After approval of the Name is received from the office of the registrar of companies, the next logical step is to seek approval of the shareholders of the company. The decision of shareholders can be taken only in a valid extraordinary general meeting. To convene an EGM, the directors must send notice to every shareholder of the company at least 21 clear days before the date of EGM. The notice of EGM must contain the agenda, draft of the proposed resolution to be passed as a special resolution.
The special resolution means a decision taken by more than 75% voting rights. The special resolution once adopted in the EGM is then filed before the ROC for their approval. The certified copy of the resolution is filed in Form -MGT-14 with the prescribed fee within 30 days of the passing of the resolution.
The application to change the name of the company is filed in Form INC-24 along with an amended copy of MOA & AOA, Copy of Notice of EGM and the special resolution. After the satisfaction of ROC, a fresh Certificate of Incorporation is issued having the new name of the company.
Name of a company is its unique identity, and the same is also found in the first clause of the MOA (also known as Name Clause).
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