CHANGE IN COMPANY NAME
As per the provisions in Section 13 of the Companies Act of 2013, a company may change its name by simply passing a resolution in its general meeting. But, approval from the Central Government and updating with the Registrar of Companies (RoC) is necessary for the change to come into effect.
The name stated in the memorandum shall not
(a) be identical with or resemble too nearly to the name of an existing company registered under this Act or any previous company law; or
(b) be such that its use by the company
(i) will constitute an offence under any law for the time being in force; or
(ii) is undesirable in the opinion of the Central Government
Without prejudice to the provisions, a company shall not be registered with a name which contains
(a) any word or expression which is likely to give the impression that the company is in any way connected with, or having the patronage of, the Central Government, any State Government, or any local authority, corporation or body constituted by the Central Government or any State Government under any law for the time being in force; or
(b) such word or expression, as may be prescribed, unless the previous approval of the Central Government has been obtained for the use of any such word or expression.
Other criterias
A person may make an application, in such form and manner and accompanied by such fee, as may be prescribed, to the Registrar for the reservation of a name set out in the application as
(a) the name of the proposed company; or
(b) the name to which the company proposes to change its name.
Upon receipt of an application, the Registrar may, on the basis of information and documents furnished along with the application, reserve the name for a period of twenty days from the date of approval or such other period as may be prescribed:
Provided that in case of an application for reservation of name or for change of its name by an existing company, the Registrar may reserve the name for a period of sixty days from the date of approval. Where after reservation of name under clause (i), it is found that name was applied by furnishing wrong or incorrect information, then,
(a) if the company has not been incorporated, the reserved name shall be cancelled and the person making application shall be liable to a penalty which may extend to one lakh rupees;(b) if the company has been incorporated, the Registrar may, after giving the company an opportunity of being heard
(i) either direct the company to change its name within a period of three months, after passing an ordinary resolution;
(ii) take action for striking off the name of the company from the register of companies; or
(iii) make a petition for winding up of the company
PROCEDURE FOR NAME CHANGE
RESERVATION OF NAME THROUGH RUN FORM
Once company receive the approval letter regarding the availability of the proposed name from ROC an extra ordinary general meeting shall be called to pass the special resolution to give effect to the name change along with the amendments in the Memorandum of Association and Article of Association.MGT-14 shall be filed with the ROC along with the fees in respect of resolution passed in the meeting.
PASSING OF SPECIAL RESOLUTION
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FILING OF FORM INC-24 WITH ROC
Company shall file INC-24 with the ROC along with the prescribed fees in case approval from Central Government is required. Upon satisfaction with the application and documents filed with the ROC it shall issue a new certificate of incorporation reflecting the new name of the company.