Learn how to change the company name
A company name change refers to the process of altering the name of a company or business entity. It is an important decision that requires careful consideration and proper documentation. The reasons for changing a company name may vary, such as rebranding, merger or acquisition, change in ownership, or any other strategic or business reason.
The process of changing a company name involves various procedural formalities and legal compliances. It typically begins with the approval of the new name by the board of directors through a board resolution. The company then needs to reserve the proposed name with the Registrar of Companies (ROC) and file an application for the name change with the ROC. Once the name change is approved, the company must update its name in all legal and business documents and publish a notice of the name change in a local newspaper.
Overall, changing the name of a company involves several compliance requirements to ensure that the new name is updated across all legal and business documents. It is important to ensure that all compliance requirements are fulfilled to avoid any legal or regulatory issues.
A company name change also involves updating various statutory registrations, such as PAN, GST, and other regulatory compliances. It is important to ensure that all legal formalities are completed to avoid any legal complications or penalties.
Procedure to change the company name
Changing the name of a company is a significant decision that requires careful consideration and proper documentation. The following are important points to keep in mind before proceeding with a company name change:
- Search company name: Conduct a thorough check to ensure that the proposed name is available for use and does not infringe on any existing trademarks or copyrights. The proposed name should not be similar to any existing company or LLP names. A similarity check can be done on the Ministry of Corporate Affairs (MCA) website.
- Board resolution: A name change proposal must be approved by the board of directors through a board resolution. The resolution should specify the proposed name and authorize the company secretary or any authorized person to make an application to the Registrar of Companies (ROC) for the name change.
- Once the board approves the name change, the new name needs to be reserved with the ROC by filing an application for name reservation. The application can be filed online through the MCA portal. After the name reservation is approved, the company needs to file an application for the name change with the ROC. This application needs to be filed within 20 days of the name reservation. However One can get extension of the name reservation period upto 60 days by paying additional fee
- Call an Extraordinary General Meeting (EGM): After obtaining the name approval, the company should call an EGM to obtain the approval of the shareholders. A notice of at least 21 days should be given to the shareholders, along with an explanatory statement outlining the reasons for name change and its impact on the company's business.
- Pass a Special Resolution: At the EGM, the shareholders should pass a special resolution to approve the change in name of the company. The resolution should also amend the memorandum of association and Article of association to reflect the new name of the Company.
- Update the Memorandum of Association (MOA) and Articles of Association (AOA): The MOA and AOA need to be updated to reflect the new company name. A copy of the updated MOA and AOA needs to be filed with the Registrar of Companies (ROC).
- Updated Incorporation Certificate: The ROC will issue a new incorporation certificate with the updated name, which needs to be obtained and kept as a record.
- Update PAN and GST registration: The company needs to update its PAN and GST registration with the new name.
- Update bank accounts: The company needs to update its bank accounts with the new name and provide the updated bank account details to vendors, customers, and other stakeholders.
- Update licenses and registrations: The company needs to update all its licenses and registrations with the new name, such as Shop and Establishment Act, Professional Tax, and any other statutory registrations.
- Update contracts and agreements: All existing contracts and agreements, including employment contracts, lease agreements, and service agreements, need to be updated with the new name.
- Update website and marketing materials: The company's website and all marketing materials, including brochures, business cards, and letterheads, need to be updated with the new name.
- Ensure compliance with other legal and regulatory requirements: The company needs to ensure compliance with other legal and regulatory requirements, such as the Companies Act, 2013, Income Tax Act, 1961, and any other applicable laws.
Overall, changing the name of a company involves several procedural formalities and legal compliances. It is advisable to consult our business specialist to ensure that the process is completed smoothly and without any legal complications.
Documents requirement for changing company name
The process of changing a company name in the Registrar of Companies (ROC) requires various documents to be submitted along with the application. The following are the documents required for changing a company name in ROC:
- Board resolution: A board resolution authorizing the name change and authorizing a person to file an application with the ROC.
- New name approval letter: A copy of the approval letter of the new name from the ROC.
- Memorandum of Association (MOA) and Articles of Association (AOA): A copy of the MOA and AOA with the proposed changes incorporated.
- Incorporation Certificate: A copy of the original Incorporation Certificate issued by the ROC.
- Affidavit: An affidavit from a director or company secretary stating that the proposed name does not infringe on any existing trademark or intellectual property.
- NOC from Registrar of Trademarks: If the new name is similar or identical to an existing trademark, a no-objection certificate (NOC) from the Registrar of Trademarks is required.
- Notice of name change: A notice of the name change published in a local newspaper and a copy of the published notice.
The documents required may vary depending on the type of company and the specific requirements of the ROC. It is advisable to consult a professional to ensure that all necessary documents are submitted and the process is completed smoothly.
FAQS
Have questions about company name change?
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How much does it cost for a company to change its name?
The cost of changing a company's name varies depending on the jurisdiction and the type of company. In general, the cost includes fees for filing the application for name change with the Registrar of Companies, legal fees, and fees for updating various legal and business documents with the new name. The cost can range from a few thousand to several lakhs of rupees.
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