When you first know about a product, the first thing which you probably see is the Company’s name. Yes, a Company name is very much important and is as important as your Company is. Thus it is very important to have a good Company name. A Company needs to have a name in order to establish its identity. The name clause is one of the most important and probably the foremost clause in the Memorandum of Association. It is the name by which a Company is known.
A name should be unique and should not be identical. So if any of the comPANies want to change their Company name then they have to do so in accordance with the provisions of Section 13 of the ComPANies Act, 2013. They have to undergo the following pROCesses and have to keep these guidelines in mind.
The Company can change its name by passing a special resolution and if approved by the Central Government in writing, then is allowed to use the changed name. But in any case, if the change required is just the addition thereto or deletion there-from, of the word “Private”, then no such approval of Central Government is required for the same.
Who is not allowed
Any Company which has not filed annual returns or which has financial statements as due for filing with the Registrar or which has not been able to pay or repay matured deposits or debentures cannot benefit from this for it is not allowed.
The PROCess of changing the name
In order to change the name of a Private limited Company the following pROCedure has to be followed:
Passing of the Board Resolution, when members are mutually agreed
A board meeting has to be called in order to pass a resolution for changing the Company name. The Board of Directors decides upon the name which has been proposed.
Check for the availability of the name
The name which has been proposed should not be similar to that of the name of an existing Company. The Company director or secretary would apply in the FORM INC-1 to MCA for checking name availability and approval of the same. The ROC tells whether the name is available and whether the name can be taken into consideration while deciding or not.
Passing a Special Resolution
After the name has been approved by MCA, the Company can call for an extraordinary general meeting which passes a special resolution for the changing of the name and the making a change Memorandum of Association and Articles of Association
Applying to the Registrar
A special resolution has to be filed with ROC within 30 days after the passing of the resolution. Form MGT-14 also has to be filed along with it. These are the following documents which are to be submitted along with the MGT - 14.
Issuance of the certificate
After a thorough check of the documents, if the ROC finds all the documents legitimate and is satisfied with them, then it would issue a new certificate of incorporation. The pROCess of getting the name changed, cannot be completed until a new certificate has been issued.
Incorporating the Company name in MOA and AOA
After the new certificate of incorporation has been received from the ROC, it is necessary for the Company to incorporate the name in all the copies of MOA and AOA.