Overview
Name is an identity for any Company by which it makes its presence in the corporate world. Every company registered under Indian Companies Act, have to specify their name in its Memorandum of Association under “name clause”. If the Company wants to changes its name than Companies have to follow the procedure prescribed under Companies Act, 2013.
Reasons for name change
Numerous factors motivate the corporates to change their name, various aspects like stepping into new venture by acquisition or change of object, Merger and amalgamation long term growth, competition in market, branding, arrangement’s etc.,
For instance, Companies entering into Joint venture might want to change their name to reflect their business decision in their name or vice versa. To quote one example, upon termination of Joint venture between Hero Group of India and Honda of Japan, Name of Hero Honda has been changed from Hero Honda Motors Limited to Hero MotoCorp Limited.
Procedure for change of name
· Conduct Board Meeting and analyse the requirement of change in name of the Company and finalise the proposed name.
- Make an application in Form RUN with Central Registration Centre for name proposal
- Post approval , dispatch notices for calling an Extra Ordinary General Meeting/ Annual General Meeting (AGM) to all the members in accordance with provisions section 101 of Companies Act,2013 read with secretarial standard 2 on General Meetings
- Accord approval of Members through Special Resolution at Extra Ordinary General Meeting/Annual General Meeting (AGM) for Name change and alteration in Memorandum of Association.
- File E form MGT-14 to submit special resolution with the Registrar of Companies
- Post approval of MGT14 make an application to the Central Government (the Registrar of Companies) in INC -24 for approval
- Get approval from the Central Government (the Registrar of Companies) in form of fresh Certificate of Incorporation and continue business with new Name.
What is included in this
- Preparation of documents;
- Filing of Eforms RUN, MGT 14 and INC-24
- Laisioning with department;
- Name Change Approval;
- 24/7 help to assist you;
FAQ’s
1. Is it mandatory to alter Memorandum and Article of Association in case of name change?
Yes, Memorandum of Association is the primary document of the Company which specifically states the name under “Name Clause”. It is mandatory to alter MOA and AOA for changing name of the Company.
2. What E forms are filed for name change?
RUN , MGT 14 and INC 24 is filed in case of change of name of the Company.
3. Is their any restriction on name change?
Yes, Rule 29 imposes restrictions on the Company to change their name if they had committed default as below:
Companies which has not filed annual returns or financial statements due for filing with the Registrar
Companies which has failed to pay or repay matured deposits or debentures or interest thereon
4. Is there any Compliance needs to be done post name change approval?
Yes, below given are some requirements needs to be complied:
1. Printing of New Memorandum of Association and Article of Association to reflect change of name.
2. Change in Sign Board, Letter head, stationary and other items where old name used to be displayed.
3. Company shall paint or affix or print, as the case may be, along with its name, the former name or names so changed during the last two years.
4. Application to update name in PAN.
5. Does change in name has any legal impact on the Company?
Change in name of the Company does not changes the legal identity of the Company, Companies identity will remain same as per Historice Resort Hotels Pvt. Ltd vs State of Rajasthan on 16 August, 2018