Your company’s name is part of its identity. It can promote trust, earn goodwill and even build your brand. This is why choosing a good name is so important when a company is being incorporated or registered.
Occasionally, the name originally chosen for a company may not reflect its business’ objective, purpose or nature. In such cases, owners or management may decide to change the name. However, for Indian companies registered with the ROC/MCA, companies looking to change their name must follow a certain formal process. All company name changes are governed by section 13 of The Companies Act, 2013.
If you are looking to change your company’s name, here’s a guide that will help!
How to change a company’s name: A step-by-step guide
Follow the below steps systematically and in the correct order.
- Call a Board meeting
Call a board meeting by giving not less than 7 days’ notice to all directors of the company. Also provide a proper agenda that covers at least the following items:
- Discussion to change the company’s name
- Get in-principle approval for the decision
Prepare and share the attendance sheet.
During the meeting, suggest some new names for the company. Pass a Board Resolution after a new name has been decided upon and accepted. Also authorise any director (or any other person of the company) to make an application with ROC for approving the new name.
- File the new name
Log onto the MCA Portal and fill out the RUN form to file the new name. Make sure you provide the following attachments:
- Copy of Board Resolution
- Approval from existing owner of trademark (if required)
- Call a 2nd Board meeting
Once the new name is approved by CRC (Central Registration Centre), call the second board meeting. Again, make sure you give at least 7 days’ notice to the company’s directors.
In this meeting, inform the meeting attendees that the new proposed name has been approved. Pass a resolution for holding an EGM/AGM to take approval from the company’s shareholders via Special Resolution.
Authorise any director (or any other person of the company) to fill forms with the ROC.
- Call for EGM
After complying with all due procedures:
- Issue 21 days’ notice for holding EGM
- Authorise a Director or Secretary to issue the notice
- Send the notice to the following people associated with the company:
- All members
- All Directors
- Auditor
- Hold EGM
Take the approval of all shareholders present in the meeting. Pass Special Resolution and approve the alternation and changes in the MOA (Memorandum of Association) & AOA (Articles of Association).
- File forms with ROC
Within 30 days from the date of passing the Special Resolution at the EGM, file MGT 14 with the ROC with the following document attachments:
- Copy of EGM notice and explanatory statements
- Certified true copy of special resolution
- Altered MOA & AOA
Also file INC 24 with the ROC with the same attachments.
What happens next?
Once the ROC is satisfied that the company has followed and completed due procedure, it will approve the new name. It will also update its record and issue the revised Certificate of Incorporation to the company which specifies the new name.
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Disclaimer: The information is provided purely for informational and educational purposes only. It should not be misconstrued as legal advice.Mytaxguru cannot take any responsibility for the result or consequences of any attempt to use or adopt any of the information presented herein.