STEP BY STEP PROCEDURE FOR CHANGE OF NAME OF A PRIVATE LIMITED COMPANY

STEP BY STEP PROCESS FOR CHANGE OF NAME OF A PRIVATE LIMITED COMPANY:

 

Changing name of the Company is a crucial change. It involves alteration of Memorandum of Association and Articles of Association.

 

Applicable Provisions:

 

-        Section 13 of the Companies Act 2013

-        Rule 29 of Companies (Incorporation) Rules, 2014

 

Type of Shareholder Resolution required to be passed: 

 

-        special resolution.

 

Forms to be filed:

 

a.      RUN (Web based)

b.      MGT-14

c.      INC-24

 

THE STEP-BY-STEP PROCESS IS OUTLINED BELOW:

 

I.                 PASSING BOARD RESOLUTION

 

A board meeting shall be called for authorising any Director to make the application before CRC for name.

 

II.               CHECKING NAME AVAILABILITY / APPLICATION FOR NAME APPROVAL:

 

The authorized director has to apply / assign professional to make application before CRC in web based form “RUN” for approval of proposed name.

 

Once the name is approved by CRC it will be valid for 60 days. Within 60 days, Company needs to complete all other process.

 

III.            CALLING GENERAL MEETING AND PASSING SPECIAL RESOLUTION

 

One more Board Meeting to be called to transact following agenda:

 

1.      To take note of approved name

2.      To call for an general meeting.

 

In the General Meeting, a special resolution need to be passed for changing name and make the change in Memorandum of Association and Articles of Association.

 

IV.             APPLICATION BEFORE REGISTRAR FOR CHANGE OF NAME

 

Within 30 days of passing the resolution, following forms have to be filed before ROC along with the attachments:

 

1.      Form MGT-14:

a.      Notice of General Meeting with explanatory Statement

b.      Altered MOA with foot note

c.      Altered AOA with foot note

d.      Consent for Shorter Notice (If required)

e.      Declaration from Directors for non acceptance of Deposits, Filing of Annual Returns and for Compliances

f.       Extract of EGM Resolution

 

2.      Form INC-24:

a.      Altered MOA with foot note

b.      Altered AOA with foot note

c.      Minutes of General Meeting

d.      Declaration from Directors for non acceptance of Deposits, Filing of Annual Returns and for Compliances

e.      SRN of MGT-14

 

 

V.               ISSUANCE OF CERTIFICATE OF INCORPORATION by ROC:

 

If the Registrar of Companies is satisfied with the documents, he/she will issue a new certificate of incorporation.

 

As per section 12 of Companies act 2013, up to 2 years, the company has to use the old name in addition to new name in all official publication.

 

VI.             APPLICATION FOR MODIFICATION OF NAME IN ALL OTHER REGISTRATIONS:

 

Once the Fresh Certificate is issued by ROC application for alteration of name in all other statutory registrations to be filed (e.g., PAN, TAN etc.,)

 

For more details you can contact us

 

email: dcsadvisors@gmail.com

Mobile: 9019421726

 

 

Author:

 

TEAM DCS ADVISORS LLP

 

Disclaimer:

The Views expressed are solely of the Author and the contents of this article is to share the Knowledge on subject matter. Expert advice should be sought for your specific circumstances.