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Changing name of priavate company

Manish Kumar (CA in Practice) (69 Points)

01 September 2013

Dear ALL,

I WANT TO KNOW THE COMPLETE PROCEDURE FOR CHANGING THE NAME OF A PRIVATE COMPANY.

KINDLY GUIDE ME WHAT RESOLUTIONS AND NOTICES ARE ARE REQUIRED TO BE FILED AND WITHIN WHAT TIME PERIOD.

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2 Replies

CA Pallav Singhania (IT System Auditor) (33672 Points)
Replied 01 September 2013

Procedure for change of Name

Steps Involved:

1. Select few names which indicate the main object of the company.

2. Pass a resolution in the Board Meeting for approval of new proposed name/s and authorise one of the Directors of the Company to apply to the Registrar of Companies (ROC) for availability of the name.

3. File requisite E-Form with the Registrar of Companies (ROC) for availability of the proposed name/s.

4 Receive confirmation letter for the availability of name from the Registrar of Companies (ROC). If the name is rejected, the above procedure would be repeated.

5. Upon approval of the proposed name by the Registrar of Companies (ROC), Board Meeting will be convened to fix the date, time and place of the Share Holders Meeting proposing the special resolution for change of name.

6. Issue notice not less than 21 days from the date of the General meeting of the share holders of the company proposing the special resolution with suitable explanatory statement.

7. Convening the General Meeting of the share holders of the company to pass the special resolution for approving the change of name and Alteration of the name clause of Memorandum of Association (MOA) & alteration of Articles of Association (AOA)

8. File E-Form with Registrar of Companies within 30 days of passing the Special resolution.

9. Filing requisite E-Form with Central Government in e-Form for obtaining the approval for change of the name with the following documents:

Minutes of the meeting where resolution is passed;

Copy of altered memorandum of Association

Copy of altered Articles of Association

Approval order from concerned authority such as RBI/IRDA/etc, if applicable.

If change in name is due to change in main activity, a certificate from Chartered Accountant for turnover details of new activity;

Copy of Previous approval order for change of name, if any.