Change company name

The process of change in the name of a private limited company is as follows –

• Passing a board resolution – The first step in the process of the name change of a private limited company is passing a board resolution when all partners mutually agreed and arrived at a decision to pass a board resolution in the board meeting. In this meeting, the board of directors discuss about changing the name of the company and approve the change in name after checking the availability with MCA. They authorize the director or the company secretary of the company to check the name availability.
• Checking availability with MCA – To check the name availability with MCA in the second step, the authorized director or company secretary must fill Form INC – 1 to check the name availability with MCA as well as the approval. In response to your filed form, ROC sends you a letter stating that the proposed name is available. It is not the final approval but just the confirmation from ROC that the proposed name is available. Ensure that the proposed name does not match any existing company name and does not include the word "state".
• Passing special resolution – In the third step, after the name approval by MCA, an extraordinary general meeting (EGM) is to be held and a special resolution is passed in the extra ordinary general meeting (EGM) for changing the company name as well as change in Memorandum of association (MOA) and articles of association (AOA).
• Applying to registrar – In the fourth step, a special resolution will be filed with ROC within 30 days of passing the resolution. In addition to it, Form MGT-14 will also be filed with the following documents given below –
  1. Certified copy of the special resolution
  2. EGM notice
  3. EGM explanatory statement
  4. Altered MOA
  5. Altered AOA

  After filing MGT-14, the company needs to file INC-24 with the registrar of companies (ROC) to take approval from the central government for name change by paying a prescribed fee. SRN of INC-1 also needs to be mentioned in INC-24. In addition to INC-24, the company needs to submit a copy of the minutes of the extraordinary general meeting too. You have to fill in the following details in INC-24 –

  1. Reason for changing the name of the company
  2. Details about the members who attended the EGM.
  3. Number of members voting in favour or against the passed resolution
  4. Percentage of shareholders
• Certificate of incorporation – In the last step, ROC will verify all the company’s documents, and if found satisfactory, they will issue a new certificate of incorporation to the company.

After getting the incorporation certificate from ROC, the name should be incorporated in all copies of MOA & AOA.