What is Change in Company Name Overview
A company’s name can be changed at any time after its incorporation. It being an entity regulated by law, it has to follow a specific process provided by the Companies Act, 2013. The process includes conducting board meeting and member’s meeting for their respective consent, which will be followed by name reservation and approval from Central Government for said change. Fresh Certificate of Incorporation will be issued by RoC in new name after updating the Register of Companies. The company name change does not impact the existence of the company, which leaves all the assets and liabilities unaffected.
Process for Change in Company Name
01
Passing a board resolution:
In the first step, the company needs to call a board meeting and pass a resolution to change the company name. The directors should approve the new name and authorize either a director or a company secretary (CS) to check the availability of the new name with the MCA.
02
Checking the name availability:
One of the most important steps before registering a company name with the Registrar of Companies (RoC) is to check the company name availability. For this, the authorized director or the CS should apply to the MCA in form INC-1 for checking the availability of the proposed name and subsequent approval. In case the proposed name is available for use, the company will get a letter from the RoC. But, this is not the final approval for the change of name.To check the company name availability you can also click the following link, and it will check that particular name with the MCA portal and the trademark databases.It is advised that you should shortlist four to five business names before checking the availability, to cover for the event of these names being taken or in use already.
03
Passing special resolution:
Once the availability of the new name is confirmed by the RoC, the company should convene an extraordinary general meeting. A special resolution will be passed by the meeting for changing the name and making appropriate changes to the Articles of Association and the Memorandum of Association.
04
Applying to the Registrar
The special resolution will be submitted to the RoC within 30 days of passing, along with the form MGT-14, which will contain the details related to the special resolution.Within 30 days of filing the MGT-14, another form, namely, INC-24 needs to be filed with RoC as well, along with the requisite fee. This is required for obtaining approval from the Central Government for the change in name. Certain documents also need to be enclosed with these two forms.
05
Issuance of the Certificate of Incorporation:
Upon being completely satisfied with the application and the accompanying documents, the RoC will issue a new Certificate of Incorporation, reflecting the change in name.
Documents Required For Change in Company Name
- Proposed Names (Upto 6)
- Memorandum of Association (MOA)
- Articles of Association (AOA)
- Copy of Trade Mark (If any)
Benefits Of Change in Company Name
When You Can’t Get A Copyright
Acquiring copyright and trademark is essential to the success of a business as these are integral parts of its branding and marketing strategies. If the company cannot get the copyright for its present name, it will affect the revenue streams and future earning potential of the company. Therefore, if the company is struggling to get a copyright for an existing name, it can very well consider changing the company name. For new names, the company needs to check the company name availability with the Ministry of Corporate Affairs (MCA), before it proceeds to change the company name.
Memorable Business Name
You may have heard the catchphrase, “What’s in a name?”, many times. Well, when it comes to marketing and business standpoint, ‘everything lies in a name’. The name of your business or company is the first thing people often mention while talking about it. So, if you think your company name is not causing people to take notice of it, you can change it to a different one, to strike the right chord with your potential customers. Choose a name that is easy to remember.
Repositioning
Changing the company name or a brand’s name, especially when your business is ready to move into a new market, helps in the repositioning of the brand/company. This is done to focus on one particular product or niche that is doing better than the others, or when entering a new market.
Specific product or service
Sometimes, a business gains popularity for one particular product or service. In such a situation, the business or the brand can be renamed to capitalize on its popularity and generate more demand or sales.
Location Friendly Name
If your business is moving to a new location then it would be prudent to rename your business to something more friendly and acceptable with the new locality.
Change Of Ownership
When a business passes on its ownership, it is only natural for the new owner to change the company name. The new owner may want to come out of the legacy of the previous owner. A new name would also help the new owner to ‘stamp his authority’ on the business and also to give a whole new direction to the business.
FAQs On Change in Company Name
The authorised capital is the maximum share capital of the company which sets limit within which the shares are issued by the company unless an amendment is made to increase such authorised share capital. Paid-up capital is the shares issued by the company to its shareholders for raising capital but not exceeding the authorised capital.
To effect the change in name, the company has to obtain following consent or approval:
There is no restriction provided for the name change of a private limited company, which may be the case for a Public company. The names chosen for application must be in conformity with the rules prescribed.
Ministry has introduced a web form “RUN” (Reserve Unique Name) for reservation of new name of existing companies. The company can apply with 2 different names with its significance. The names should be unique and in accordance with the provisions.
The application for name change must be made within 30 days of obtaining the consent of members in General Meeting (held after reservation of name). Intimation of resolution is made in form MGT – 14 whereas the application for the name change is made in form INC – 24.
Yes, MoA and AoA, both must be altered with the new name. The copy of the proposed alteration is filed in INC – 24.
If the name change is made due to change in the main object, both the procedures can be carried on simultaneously. As the approval of the Government is involved, the period can vary based on the response and time taken by RoC.
It will be effective only after issuance of a fresh Certificate of Incorporation. The concerned officer on his satisfaction of application made will issue a fresh CoI with a new name.
Company’s new name can be updated in PAN or any other registration after fresh Certificate of Incorporation is issued. Application to change PAN is included in the package.
After the change of name, the company has to update its name with all the ministries it is registered with. All the stationaries i.e. Business cards, letterheads, display board, etc. must be updated with a new name. An important change is ratification of contracts entered in the previous name. The parties to contract must ratify said contracts after adopting a new name.
Yes. For a period of two years from change, wherever the company’s name is displayed, the previous name must also be displayed.
After you have received the new Certification of Incorporation from the RoC, you need to update the new name in all or more of the following-
If you are changing the name of a Public Company into a Private Company, then you are supposed to get an approval from the Central Government.
Yes, it is compulsory to get an approval through the RUN form, in order to Change the Company Name.
When you change the Company Name, then you are supposed to make the necessary changes on the company’s letter head, address, bank accounts, other documents etc.
Yes, you will get a new COI or Certificate of Incorporation once you change the company name.
Yes, you will get a new COI or Certificate of Incorporation once you change the company name.
