Can a Company's Rights Be Impacted by a Name Change?

- Changing a company's name does not affect its rights or obligations

- Legal proceedings against or by the company in its old name will continue unchanged

- Fresh legal proceedings against the company in its old name are not valid after the new name is registered

- The old name should be treated as non-existent and the new name can be substituted in legal proceedings

- Legal proceedings commenced by the company in its old name can be continued under the new name

- The entity of the company continues despite the name change.

Factors behind the rename of Company Name

Listed below are several reasons why a company may decide to change its name:

• Changing the company name can capitalise on the popularity of a product/service

• Rename for a more memorable business name

• Reposition the company for a new market

• To choose a name that resonates better with customers in a specific location

• Avoid copyright issues by changing name

• To assist a new owner in transitioning ownership of the business

Step-by-step instructions for modifying the Company's name

Follow these 5 essential steps to change the name of your company:

STEP 1: Execute a Board Resolution

Conduct a board meeting and pass a resolution to change the name of your company. Ensure that the new name is approved by the directors and authorize either a director or a company secretary (CS) to verify the availability of the new name with the MCA.

Step 2: Verify Name Availability

To move forward with your company registration, ensure that the proposed name is available by submitting form INC-1 to the MCA or by conducting a search through this link. Additionally, conduct a trademark search for the name to avoid any legal complications. It is strongly recommended to have four to five alternative names as backup in case your preferred options are unavailable or in use.

Step 3: Passing Special Resolution

Once the availability of your chosen name is verified, call for an extraordinary general meeting (EGM) to pass a special resolution for changing the company name and making necessary adjustments to the AoA and MoA.

STEP 4: GETTING REGISTERED

Within 30 days of passing the special resolution, you must submit it to the RoC using form MGT-14. This form should also contain details relating to the special resolution. To obtain approval from the central government for the name change, form INC-24 along with all requisite documents must also be filed with the RoC within 30 days of filing the MGT-14.

STEP 5: CERTIFICATE OF INCORPORATION

Once the application and accompanying documents have been thoroughly reviewed and approved, the RoC will issue a new certificate of incorporation reflecting the name change.

At Taxapillar, We handle all the needed tasks like drafting, filling out forms, and filing. With our support, changing your company's name process will be simplified and ensure a smooth transition.

How the company name change process will be approved?

• Company name approval is the process of getting official authorization to use a particular name for a company. This process is required before changing a company's name.

• Approval is granted by a government agency responsible for regulating businesses in a particular jurisdiction. The purpose of name approval is to ensure that the name is unique and not already in use by another business. It also ensures that the name meets any legal requirements or restrictions in that jurisdiction.

• Private Limited Company Name Approval is the process of obtaining official authorisation for a company name. This process ensures that the company's name is unique and not already in use by another business. The approval is granted by a government agency responsible for registering and regulating businesses in a particular jurisdiction.

• The purpose of name approval is to ensure that the company's name meets any specific legal requirements or restrictions for company names in that jurisdiction.

What are the constraints on altering the Company Name?

The Companies Rules 2014 Rule 29 lays down some strict limitations on changing the name of certain companies. Companies that have defaulted or failed in paying matured deposits, submitting annual returns on time, repaying debentures, or paying interest on debentures or deposits are all prohibited from changing their names. This policy is aimed at reinforcing the financial integrity and credibility of such companies.

RULES TO FOLLOW UNDER THE COMPANIES ACT WHEN NAMING YOUR COMPANY

- The Companies Act 2013 specifies naming conditions for Private Limited, Public Limited and OPC companies

- MCA checks for similarity to existing trademarks or company names. Simply combining words or pluralizing them is not enough to make the name unique. Too common or general names are not allowed. The company name must start with a person's name, e.g. Arun Excello Private Limited

- Name cannot violate Emblem & Name Act or Trademark laws and cannot include misleading or offensive words.

- Company name must align with company's objectives. If engaged in financial services, include references to financing, chit, fund, leasing, etc.

- Do not use words indicating a specific type of legal entity (LLP, HUF, Trust, etc.)

- One Person Company should end with OPC Private Limited (for private limited) or Limited (for public company)