Stepwise Procedure For Change in The Name of Company


Stepwise Procedure For Change in The Name of Company

As per the provision of Section 13 of the Companies Act, 2013 name of a company may be changed by passing a Special resolution in the general meeting and with the approval of the Central Government. Stepwise Procedure For Change in The Name of Company is as under

Step 1: Approval of the Board

Hold a board meeting to approve the name, to apply for name availability to the Registrar and to call an EGM to get the shareholder’s approval for change in name

Step 2 : Name Confirmation

Check Company Name Availability and get the name confirmation from ROC. Name approval has to be obtained from the Registrar of Companies by submitting an application in eForm No. INC-1 along with the prescribed fee of Rs. 1,000/-. 

Step 3 : Call EGM
Issue notice of Extraordinary Meeting

Step 4 : Approval of Shareholders

Hold an Extraordinary General Meeting to pass the necessary Special Resolution under section 13 of the Companies Act, 2013, for change in name of the company.

Step 5 : Filing of Special Resolution with ROC
      The special resolution passed at the EGM needs to be filed with the Registrar in Form MGT-14 within 30 days of passing the resolution.  The following documents shall be filed as an attachment to the eForm No. MGT – 14:
1. Notice of extraordinary general meeting along with the explanatory statements;
2. Certified true copy of Special resolutions;
3. Altered Memorandum and Articles of Association;
4. Minutes of the extraordinary general meeting;
5.Consent letter of shareholders, in case the extraordinary general meeting is convened on shorter notice.

Step 6 : Application for approval of Company Name Change

Once the necessary special resolution is filed with Registrar in form MGT-14, the company needs to file an application for change of name of the company with the Central Government in Form INC-24

Step 7 : Issuance of New Certificate of Incorporation

If the Registrar of Companies is satisfied with the company’s name change application, the Registrar would issue a new certificate of incorporation. The name change is said to be complete and effective on issuance of new incorporation certificate by the Registrar of Companies

Step 8 : Make Changes to MOA and AOA

Subsequent to the issuance of the new incorporation certificate, steps must be taken to incorporate the new company name in all the copies of Memorandum of Association and Articles of Association

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