A company name change involves altering the existing name of a registered company to a new name, while retaining its existing legal identity, assets, liabilities, and operations.
Reasons for Name Change:
- Rebranding : Companies may in order to regain market relevance and boost visibility, decide to change its name to align with updated mission, vision and values.
- Voluntary: Companies may decide to change its complete name voluntarily
- Mergers and acquisitions : Integration with another company, requiring a unified brand identity can be the reason for changing name
- Change in the main object of the company: When a company change its object, it may change its name as well to align it with the changed object.
- Compliance with regulatory requirements: Industry-specific naming conventions; Geographic naming restrictions; Trademark conflicts; Regulatory body directives or Licensing requirements can be the forceful reason for changing the name of the company.
Steps for changing a Company’s name:
Step 1: Board Resolution
- Conduct a board meeting to approve the name change.
- Pass a resolution with majority.
- Calling an Extra-ordinary General Meeting
- Authorize a director to file necessary documents.
Step 2: Check Name Availability
- Verify name availability on MCA portal.
- Ensure the new name meets naming guidelines.
Step 3: Passing a Special Resolution
- Conduct an Extra-ordinary General Meeting
- Approval of Special resolution by Shareholders
Step 4: File MCA Forms:
- Form MGT-14: File within 30 days of special resolution.
- Form INC-24: File application for name change for seeking name approval.
Step 5: Issue New Certificate of Incorporation
Registrar of Companies (RoC) issues a new Certificate of Incorporation after reviewing the submitted documents.
Documents required for change name:
- New name of the entity
- Certified True Copy of Special Resolution along with Explanatory Statement
- Altered Memorandum and Article of Association
- Digital Signature Certificate
- Fresh Certificate of Incorporation (COI)
After approval of name change, a Company needs to make the following updates in various documents and records:
- Company name Board
- Letterheads, business cards, etc.
- PAN and TAN
- Common Seal
- Statutory Registers
- Copy of Altered MOA and AOA
- Bank Account name
- Tax authorities, EPF and ESI department
Frequently asked question:
1. Why do companies change their names?
Rebranding, mergers, acquisitions, regulatory compliance or business expansion are the reasons why companies change their names.
2. What are the benefits of changing a company name?
Improved brand recognition, enhanced credibility and better representation are the benefits of changing a company name.
3. How long does a company name change process take?
A company name change process typically takes 1-2 months (dependent on jurisdiction and complexity).
4. Do I need to update my company's Memorandum and Articles of Association?
Yes, the company needs to update its Memorandum and Articles of Association to reflect the new name.
5. How do I ensure compliance with trademark laws?
Conduct a trademark search and obtain necessary approvals.
6. What documents are required for a name change application?
Board resolution, Certified True Copy of Special Resolution along with Explanatory Statement, Altered MOA and AOA are the documents required for a name change application.
7. Do I need to update my company's tax registrations?
Yes, the company needs to update its name on GST, PAN, TAN, and other tax registrations.