The change of the name of a company can be altered by a special resolution, with the approval of the central Government in writing. Changing in company names leads to the alteration in the Memorandum of association and Article of Association.
The process of changing name of a private limited company is as follow
• Obtaining Board of Directors Approval for change of name
• Availability of name to be checked
• Special Resolution to be passed for change of company name
• Application for Name Change of the Company to the Registrar
• Issuance of New Certificate of Incorporation
• Changes to MOA and AOA
Step 1: Obtaining Board of Director Approval for Change of name:
The first step of the procedure is to conduct a Board meeting to pass a resolution for the Change in Name of a Company or an LLP. In the meeting the Board of Directors must discuss about the change of name and approve the name of the company. Then the board will the resolution regarding:
- Proposed names of the company.
- Authorizing a Director or Company Secretary for making an Application with the office of Registrar of Companies for the approval of new name as decided by the Board.
Step 2: Availability of name to be checked
The Form INC-1 will be applied by the authorized director or the company Secretary to Ministry of Corporate Affairs for checking name Availability and to approve the name accordingly. Further, the ROC will send a letter regarding the Availability of the Name Proposed.
Step 3: Special Resolution to be passed for change of company name
Once approving the availability of the Proposed name by sending a letter by ROC, the company must call for an Extraordinary General meeting and a special Resolution will be passed for changing the name and Alteration of MOA and AOA.
Step 4: Application for Name Change of the Company to the Registrar
The Special Resolution Passed must be filed with the ROC within 30 days of passing it. Form MGT-14, which contains the details about the special resolution must also be filed along with the documents as follows,
• copy of the Special Resolution
• Notice of Extraordinary general meeting along with the Explanatory statement
• Minutes of EGM
• Altered MOA and AOA.
After MGT-14 is filed, the company must file INC-24 with the RoC for getting approval of the central government for name change along with the prescribed fee. The documents of INC-24 are same as the documents of MGT-14 along with the SRN of MGT-14
Step 5: Issuance of New Certificate of Incorporation.
The ROC will verify all the documents submitted and if the Registrar is satisfied with the form and documents, the ROC issues a new Incorporation certificate. Along with the new name of the company.
Step 6: Changes to MOA and AOA
Once the new Incorporation Certificate issued, the changes in name of the company must be made in all the pages of Memorandum of Association and Article of Associations and the new incorporation certificate issued by the Registrar must be attached.
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