Company Name Change: Procedure, Documents, Fees, and Timeline

A company is known by its name. It is mentioned as the first thing in the MOA and AOA of the company. However, the company may choose to change its incorporation name anytime, when required. The company name change can be done online, by filing certain forms. The company name change will not result in the dissolution of the company. The operations of the company remain unchanged and it will not affect the following:

• Affect any legal proceeding by or against the company
• Affect the rights and liabilities of the company
• The old suits will continue in the old name of the company

Key Reasons for Company Name Change

A company can change its name for various reasons, some of which are:

• Changes in business activity
  The company may decide to change its business or to deal in some other products or services. This change might require a company to adopt a new name that matches the new business activity.
• Mergers or Takeovers
  In the corporate world, there can be mergers, amalgamations, or takeovers. This results in a change in the ownership and the new owners might decide to change the name of the acquired entity.
• Voluntary Name Change
  The company may decide to change its name voluntarily. This can be done by following the complete procedure.
• Trademark Issues
  There can be instances where the name used by the company is trademarked by another person. This will require the change of the name to avoid any legal action.
• Required by Law
  The company might also change its name if it is required by law to do so. This will help in avoiding penalties and defamation.

Documents Required for Company Name Change

The company name change process requires the submission of various documents, such as:

• Certificate of incorporation of the company
• Amended Memorandum of Association (MOA) and Articles of Association (AOA)
• List of shareholders and directors
• DSC of the authorised director
• Proposed name in order of preference

Procedure for Change of Name of Company

The name of the company can be changed by following the complete procedure provided under the Companies Act, 2013. The complete guide to the procedure for change of name of the company is:

• Step 1: Convene a Board Meeting

  The first step is to convene a board meeting of the board of directors of the concerned company to:
  • (a) Pass the board resolution to authorise the name change of the company
  • (b) Pass the board resolution to call the meeting of the shareholders of the company
  • (c) Decide the day, date, time, and venue of the meeting of the shareholders
  • (d) Authorise one or more directors to do the necessary filings and conduct the entire name change process

• Step 2: File Form RUN

  The company should check the availability of the name by filing Form RUN. RUN means reserve unique name. The company applies the proposed name to the ROC to check whether it is available to be used by the company. The ROC issues approval if the name is available to be used. This approval is just for the name and not for the name change process.

• Step 3: Obtain Approval of Shareholders

  Once the name has been approved by the ROC, the company should obtain the approval of the shareholders at a duly convened general meeting by way of a special resolution for the company name change.

• Step 4: Filing with Registrar of Companies (ROC)

  The company shall file the following forms with the ROC to obtain approval for the company name change:
  • (a) Form MGT-14: Form MGT-14 should be filed within 30 days of the date of passing the special resolution, along with:
    
    • (i) Certified copy of the special resolution
    • (ii) Notice of EGM
    • (iii) Amended AOA and MOA
    • (iv) Explanatory statement to EGM
  • (b) Form INC-24: The company should file Form INC-24 along with the necessary details and the name proposed to be used.

• Step 5: Issue of Fresh Certificate of Incorporation

  After the scrutiny of the documents and the application, the registrar of companies (ROC), if deems fit, may issue a fresh certificate of incorporation to the company.

• Step 6: Post Approval Compliances

  The company should change its name in MOA, AOA, letterheads, websites, etc. The company should, after the approval, deal only under its new name.

Fees for Company Name Change

The ROC fees for the company name change is:

• For FORM RUN: ₹ 1,000/-
• For MGT-14, calculated as:
  

  S. NO	Authorised Capital	Fee Amount
  1	Less than ₹ 1,00,000/-	₹ 200/-
  2	₹ 1,00,000/- to ₹ 4,99,999/-	₹ 300/-
  3	₹ 5,00,000/- to ₹ 24,99,999/-	₹ 400/-
  4	₹ 25,00,000/- to 99,99,999	₹ 500/-
  5	₹ 1,00,00,000/- or more	₹ 600/-

• For Form INC-24, it is calculated as:
  

  S.No.	Authorised Capital	Fee Amount
  1	Upto ₹ 25,00,000/-	₹ 2000/- (₹ 1,000/- in case of OPC)
  2	Above ₹ 25,00,000/- upto Rs 50,00,000/-	₹ 5000/- (₹ 2,500/- in case of OPC)
  3	Above ₹ 50,00,000/- upto Rs 5 crores	₹ 10,000/-
  4	Above ₹ 5 crores up to ₹ 1 crore	₹ 15,000/-
  5	Above ₹ 10 crores	₹ 20,000/-

• Bizfoc’s professional fee for company name change:
  

  S.No	Fee	Amount
  1	Professional Fees	₹ 7,499/- (Plus GST @18%)

Timeline for Company Name Change

The timeline for the company name change is dependent upon the complexity of the procedure. The approximate timeline is around 15 to 20 working days, subject to approval.

Changes to be made after company name approval

After the entire process of company name change is completed, the company is required to make certain changes in its documents, and records relating to the new name, such as:

• Changes in MOA/AOA: MOA/AOA are the charter documents of the company. The company should amend its MOA/AOA to add the new name of the company.
• Documents of the Company: The company should use the new name and replace the old name with the new name in its documents, such as bills, business cards, letterheads, invoices, etc.
• Licences and Permits: After the name change, the company should file applications with the concerned authorities to change its name in the licence and permits granted to it.
• Contracts and Agreements: The company enters into various contracts and agreements during its daily operations. The company should update its new name in all its contracts and arrangements.
• Bank Accounts: The company should inform the banks with which its account is made to update its name in all its bank documents and accounts.

How can BizFoc help you with the company name change?

The company name change process requires lots of knowledge, expertise, and professionalism. BizFoc can complete all your requirements by being your compliance partner in the process of a company name change by helping you with:

• Getting Name Approved: If you have chosen a name for your company, BizFoc assures you the approval of the same name. It can help you get your name approved without any problem and within less time.
• Proper Filing with the Authorities: BizFoc assures proper form filing with the regulatory authorities. We will take care of all the attachments, required documents, and relevant details.
• Post Approval Guidance: BizFoc is also there for you after the approval of the name to guide you with the post-approval compliances. We will ensure that all the name-related changes are done as soon as possible.

Conclusion

In conclusion, changing the name of the company can be done after following the step-by-step process. This process involves passing board resolutions, obtaining shareholders' approval, and filing necessary forms with the registrar of companies to obtain a fresh certificate of incorporation.

After the approval of the name, the company should change its name in MOA, AOA, bank accounts, documents, and registers. Bizfoc can assist you in each step to make the entire process hassle-free. Contact us today to change your company's name with our help.