Name Clause of Memorandum of Association
Change in Name Clause
We all are aware of the fact that the main identification of a company is its name. Thus it should be carefully chosen and built in a way that will allow it to survive the company's anticipated future expansion. From choosing a name to any alterations made later, the Companies Act,2013 regulates the naming procedure for the company.
Guidelines while naming the company
The requirements for naming a company, whether it is a Private Limited, OPC, or Public Limited, are outlined in the Companies Act, of 2013. The following considerations must be made while deciding on a name for the company:
MCA makes sure the name submitted doesn't sound similar to one that is already registered as a business name or trademark. Simply combining the individual words or using the current name's plural form does not make it unique.
MCA limits names like Cotton Company Private Limited that are too generic. Starting a company name with a person's name is not allowed.
The suggested name can be considered undesirable in order to violate the following requirements:
- Abuses a trademark
- Contains derogatory or misleading language
- The name chosen for the business must be consistent with its goals.
- If the company was founded with the intention of offering financial services like leasing, financing, and chit funds, this fact must be made clear in the name of the company.
- The name must not contain any words that denote a legal entity or a constitution, such as LLP, Trust, HUF, etc.
- A private company's last words must be Private Limited, a one-person company's last words must be OPC Private Limited, and a public company's last words must be limited.
The Procedure to Change a Company Name:
The company that wants to change its name should follow the steps listed below:
Organize a board meeting:
The Company's directors will discuss the suggested name. The directors are given seven days' notice before the board meeting takes place in order to pass the appropriate resolution for the approval of the name change. A board meeting passes the ensuing resolutions:
- To permit the Company Secretary or Director to submit with ROC to verify the suitability of the chosen name.
- To establish the date, time, and location for the EGM to be held in order to approve the new name once it has been accepted and to change the MOA. The Company must keep in mind that no two businesses can have the same name on their registration.
Verify if the name is available:
The company will apply at MCA to determine whether the name is available. From the drop-down menus for "Public Search of Trademark" and "Check Company Name," users can determine whether the same name is registered as a trademark or a company.
Online Name Approval Application:
The name can be used by using the new web service RUN after being verified as being available. Through this form, up to two terms may be requested for the specified charge of INR 1000. If the Company is changing its name, an attachment to this form must include the board resolution authorizing the change. Following careful examination, ROC either accepts the name or requests a resubmission. The name that has been approved by ROC remains valid up to 20 days after such approval.
Organize a special general meeting:
Call and convene the EGM to pass the required Special Resolution for approval of name change and making amendments to MOA & AOA when the name is approved by ROC and the name approval letter is received by the Company.
Submission to ROC:
Within 30 days of the EGM, submit the special resolution to the ROC in form MGT-14 (which may be downloaded as a zip file on the MCA website) along with the papers listed in the form's annexes:
- Passed CTC of special resolution.
- A notice of the EGM and a justification
- Modified MOA
- Modified AOA
Central Government Approval:
By submitting form INC- 24, the company must obtain Central Government clearance before changing its name or making changes to its MOA. Attached to this form must be a copy of the EGM minutes in which the Special Resolution was approved.
Newly issued certificate of incorporation
The ROC must issue a new COI with the modified name listed on it after the name change procedure is complete. Since the issue of the new COI, the new name is in effect.
Our Role in Obtaining the Change in Name Clause
- Our consultants will educate you concerning each and every aspect of the change in name clause. Including how to get it.
- JR’s skilled consultants will assist you in filling out the application form for obtaining it.
- We will ensure a smooth procedure by ensuring proper documentation and evaluation.
- The professional consultants of JR Compliance will provide you proper guidance during the procedure.
- In case of queries, we will provide you with the best possible solution for your concerns regarding the change in the name clause.
To conclude, JR Compliance can assist you in obtaining the name clause approval by ensuring proper documentation, evaluation, testing, etc. Moreover, to make our client understand each aspect of it, we will educate you regarding the same.
Additionally, late document submission, or filling in false information in the application form can delay the process.
Thus, to avoid such inaccuracy contact our expert and experienced team immediately for professional assistance and support in the change in the name clause.