09 January 2013
Before two years i had made a company, whose name was wrong approved, now i want to make it correct then what formality should i do as per amended law. (In name of company the word solution was wrong, "i" is missing but now i want to do correct.)
09 January 2013
2. Steps involved for change in the name of a company
The procedure for altering name clause of Memorandum and Articles of Association of the company is being given herein under:
2.1 Decision to be taken for change in name by the Board: The Board of directors of a company should first consider the need and reason for changing name of the company. The decision should be thoughtful and satisfying to the approving authorities. An existing company may change its name by a new name for many reasons like:— (a) the new name is corresponding to a new business which it has proposed to undertake or started undertaking; (b) a company, which has been carrying on its business for a long time and has established a standing in the market, may decide to shorten its name and may like to be known by its abbreviated name as for example "IFCI Ltd." in place of Industrial Finance Corporation of India Ltd., etc.
2.2 Seeking availability of the proposed new name from the Registrar of Companies:
The Board shall authorise the secretary or any of the director of the company to make an application in e-Form 1A along with necessary filing fee of Rs. 500 to the Registrar of Companies for getting his confirmation regarding availability of the proposed new name. Application in respect of addition ordeletion of "Private" is required is also required to be submitted electronically in e-Form 1A. The Registrar shall intimate the applicants about the status of availability of name. The Registrar's confirmation of availability of name shall be valid for six months.
2.3 Approval of members in general meeting On obtaining confirmation of the Registrar regarding the availability of proposed new name, the Board shall convene a general meeting of members as per the provisions of Companies Act, 1956 for the purpose of obtaining approval by way of special resolution for effecting change in the name of the company u/s 21.
The resolution so passed shall be subject to approval of the Central Government (powers have been delegated to the Registrar of Companies).
Since the change in name of the company also requires amendment in various documents of the company viz., Memorandum and Articles of Association, letter head, invoices, etc., it is advisable to pass special resolutions for alteration of respective clauses of Memorandum and Articles of Association and the Board shall have general authority to make necessary corrections in all the documents wherever it is required to reflect the new name of the company.
2.4 Filing of e-Form 23 to the Registrar: The Company shall also file certified copy of the special resolution and the explanatory statement electronically with the Registrar within 30 days of passing of the resolution pursuant to section 192 in e-Form 23.
2.5 Application to be made in e-Form 1B and approval by the Registrar u/s 21: An application in e-Form 1B u/s 21 of the Act is to be made to the Central Government (powers delegated to the Registrar) electronically for approval of change of name of the company.
The Registrar of Companies shall consider and scrutinize the application for change in name on various grounds like:— (a) the company has furnished sufficient reasons for change in name and that the proposed change in the name is in consonance with the principal objects of the company; (b) that the proposed name is not undesirable as per the guidelines announced by the Government; (c) that if the company has applied for abbreviated name, the company is well established and has a reputation in the market. On being satisfied the Registrar shall accord his approval for the change in name and shall issue a certificate of such effect.
Yes, Form-1B is required to be filed with ROC. It is easy process. In Form-1B you only attached minutes of General meeting for changing of name and with in week you name will be changed. I have done it many times.
11 January 2013
i want to form a new company whose registered office is same as the old company's office, so what proof i should attach, and whose NOC will be attach
11 January 2013
Sir, if i will attach NOC which is provided by the owner of the property, than it is ok or not and pls could you suggest me the format of NOC, and the also tell me the there is any requirement related NOC lyk printed on STAMP paper or LETTER HEAD. Pls tell me what should i do?
It is mandatory to attache address proof along with NOC of director. It should be not specified in Notification that it should be on Non-judicial Stamp Paper or otherwise.
I, …………… S/o …………….Director of the proposed company named M/s……….., owned a premises at (address), has no objection on using this premises as registered office of the proposed company.
You will attache lease agreement that you are going to use premise as registered office and also address prof of that land. that the premises is owned by that third person.
12 January 2013
Sir, If, i will arrange a rent agreement between the third person and the promoter of the company than in this case can i attach rent agreememnt, address proof and the NOC from the promoter saying that i have no objection from this, than it is ok or not?
21 January 2013
Sir, as per your suggestion i will attach the noc on plain paper, electricity bill and rent agreement between the actual owner of the property and promoter of the company, but i got a resubmission in form-1 for incorporation of a new company saying that the noc should be on stamp paper which should be notarised and attested, and the place which you want to use as registered office of your company, already the registered office of the 5 companies. So, pls could you tell me what should i do in this situation bcoz roc department didn't reply anything in this matter.
CAclubindia
