An application for reservation of name change is should be provided in the companies registration offices and fees in rules 2014. The proposed name is not identical with the name of an existing company.
Do you wish to change the name of your company?
1.An application for reservation of name change is should be provided in the companies registration offices and fees in rules 2014. The proposed name is not identical with the name of an existing company. If a proposed name is identical with another. The provisions contained in rule 8 of the company registration rules 2014 is considered. The company name change is shall not be allowed for a company. The company, which has defaulted in filing its financial statements or annual returns or any documents due for filing with the ROC.
2.If any change in the name of the company shall be subject to the provisions of section 4 of the act 2013.
3. The proposed name should be in consonance of the principal objectives set out in the objects of the company.
4. The out of company name can be selected by the applicant. The first name would be the most preferred. The others would follow in the order of preference.
5.The company as per section (173 )of the act 2013 has to hold a board meeting after giving notices. It can adopt in it the new name selected.
6.To watch every officer of the company whose duty is to give notice as same. If the officer who fails to do so will be punishable by the fine up to Rs. 25,000.
7.The e-Form has the following attachments :
(a) Copy of the board determination.
(b) A logo is connected with the trademark then image of the logo.
(c) If the company name change is due to direction received from the government, then copy of such direction.
(d) Optional attachments if any which can be any other information.
8. Make that the e-Form is digitally signed by the managing director or manager or secretary of the company punctually authorized by the board of directors.
9. Retrieve that once the processing of the e-Form is completed. If it is filed electronically then an acknowledgement e-mail will be sent to you regarding approval.
10. If none of the proposed names are made available by the ROC then. In case of e-filing the ROC will inform you by email that is rejected or ask for re-submission. The application with new names or call for further information. Ordinarily within 3 days of receipt of the application.
11. If the same step is not taken instantly. After getting two opportunities for re-submission. The proposal against the fee paid in the first instance then apply again to the concerned ROC selecting fresh names with required application fee.
12. The confirmation is given from the ROC that the new name is available for adoption. To consider the board meeting after giving notices to all the directors of the company as per section 173 of the companies act.
13. Mention that the new name is available. It should be adopted within 60 days from the date of the name is allowed.
14. Remember that every officer of the company whose duty is to give notice as same. If the officer who fails to do so will be punishable by the fine up to Rs. 25,000.
15. The publicize notices are not less than 21 days from the date of the meeting.
16. Consider the general meeting and pass the special resolution by a three fourths majority for change of the present name to the new name availed of from the ROC.
17. File the special resolution with informative statement in e- Form with the concerned ROC within thirty days of its passing (Registration offices and fees).
18. Make that the e-Form is filed electronically and the copy of the special resolution. The informative statement is filed with the e-Form as attachments.
19. Make that the e-Form is digitally signed by the managing director or manager or secretary of the company punctually authorized by the board of directors.
20.Further make that the e-Form is certified by a Cost accountant or a Company Secretary or a Chartered accountant in whole time practice of digitally signing the e-Form.
21. Mention that if default is made in complying with the same requirement of filing the form within. The extended time allowed by section 403 of the act 2013 with the additional fees. The company shall be liable to a fine which shall not be less than rupees five lakhs.The fine which may extend to rupees twenty five lakhs. Every officer of the company, including the official liquidator if any, who is in default will be punishable with fine of Rs. one lakh which may extend to rupees five lakhs.
22. Do the following if the shares of your company are listed on a established stock exchange :
(a) Send copies of notices issued to the shareholders in the stock exchange with respect to the correction of your company’s memorandum of the organization.
(b) File with the stock exchange six copies of the corrections made in the memorandum of the organization. As soon as they are adopted by the company in the general meeting.
(c) Forward to the stock exchange promptly three copies of the notice. A copy of the proceedings of the general meeting.
24. The prescribed form of application is e-Form and it is to be filed electronically. The following should be filed with it as attachments.
(a) Copy of minutes of the meeting of members where a resolution has been passed.
(b) Copy of any approval order obtained from the concerned authorities. Such as RBI, SEBI, IRDA etc… or the concerned department.
(c) If the company name change is due to changes in the main activity of the company. A certificate of chartered accountant regarding turnover details from new activity.
(d) Copy of any previous approval order taken for change of name of the company.
(e) Any other information as an optional attachment.
25. Make that the e-Form is digitally signed by the managing director or manager or secretary of the company punctually authorized by the board of directors.
26. On receiving the approval of your new registration company name is applied to the concerned ROC for a fresh certificate of registration in the new name. On the issue of such certificate by the ROC the change in name will be effective.
27. The necessary changes have in every copy of the memorandum and articles of association, vouchers, records, registers, common seal, sign boards etc.If your company does not have changes in the note and articles of association(Registration offices and fees). The company will be punishable with fine of upto Rs. 1000 for every which does not bear the alteration.
28. If the change in name amounts to either addition thereto or deleted therefrom of the word ” Private“. A solution of rectification of a public company into a private company or vice versa. The government approval is not required under proviso to section (13) of the registration act 2013.
29. Mention that if at any time the company issues any copies. The memorandum and articles of association without making the necessary changes therein. Who is in default of every officer in the company (Registration offices and fees). The officer will be punishable with fine upto Rs. 1000 for each copy is issued.
30. Furthermore keep in mind that the offenses mentioned in item 5, 22, 29, 40 and 41 are compoundable by the regional director.
31. Further note that if your company is a listed company. The company has changed its name suggesting any new line of business. The company is done their registration in Chennai. Then your company is required under clauses (29) of the standard listing agreement to disclose.