Every organization carries out the process of changing their name with a lot of considerations and as such it is important for organizations to conform to the fundamental legal frameworks provided by the Ministry of Corporate Affairs Act (MCA) of India. The task has been eased through the new V3 portal which the MCA has developed to increase efficiency and ease of use. Below is a step-by-step guide on how to change the name of a company on the V3 portal:
√Board Meeting to Approve Name Change
The decision making process in changing the name of a company begins with the company’s board of directors. Here’s how it works:
- Call for a Board Meeting: The board of directors of the company may order a meeting where the name issue will be further discussed.
- Approval of Name Change Proposal: In this case, the board has to recommend the change of name by passing a special resolution. It should also approve a director or the company secretary to apply to the MCA for name search and for any registrations required.
- Approval for Convening General Meeting: The board should also recommend the calling of a general meeting to endorse on the proposed change of name, which has been previous approved by the board.
√Check Name Availability
The next action following passing of the board resolution is that they ensure that the desirable name is available. This is done on the MCA V3 portal:
- Login to MCA V3 Portal: The director or any other company secretary must visit the V3 portal through their account or by professional account also.
- Go to RUN (Reserve Unique Name): Go to ‘RUN’ service of the given portal. Services provided by this site include the possibility to check name availability and attach application for approval of name with significance of name.
- Enter Proposed Name: Type in the name being proposed to be adopted and ensure that complies with MCA’s naming rules provided under Rule 8 of Companies (Incorporation) Rules, 2014. The name of the business should not be very close to the name of the already existing business or a trademark.
- Pay Fees and Submit Application: After confirming the name is available, then pay the necessary charges and submit the application. They will normally reply in about 48 hours, either as to whether the name has been accepted or as to other possible names if the one chosen has already been used by another MCA.
√On the recommendation of the directors, a Special Resolution of the General Meeting be passed.
After receiving name approval from the MCA, the company must seek approval from its shareholders:
- Issue Notice of General Meeting: Notice of the general meeting also has to be served on every member, giving details of the proposed change of name.
- Conduct General Meeting: Convene the general meeting according to the date set and move a Special Business Resolution under Section 13 of the Companies Act, 2013 to the effect that the name of the company cannot be changed except by a special resolution and must attach an alteration of MOA and AOA.
- File Special Resolution with MCA (Form MGT-14): After the special business is passed, the company shall within 30 days after passing of the special resolution file the special resolution with the MCA through MGT 14. In addition to this form, please enclose a certified copy of the special resolution and the notice of the general meeting with alteration of MOA and AOA.
√Application for change of name filed through Form INC-24.
The subsequent procedure is to make an application to the MCA for a change of the name of the company after filing of the special resolution.
- Prepare and File Form INC-24: To alter the name of the company, the company has to submit the Form INC-24 for passing the order by the central government. This form comprises the current name, the proposed name, or the new name, and he or she reason as to why the change of the particular name is required.
- Attachments for INC-24: Documents to be annexed with the form INC-24 are as follows:
A copy of the special resolution.
A RUN approval letter of the name by the Ministry of corporate affairs. A copy of the notice convening the general meeting and some explanatory documentation have been filed, the next step is to formally apply to the MCA to change the name of the company.
Alteration of MOA and AOA
Affidavit of directors with declaration of company has not made any default and complied with all the provisions of the companies Act, 2013
List of shareholders
- Prepare and File Form INC-24: The company needs to file Form INC-24 for the approval of the central government to change the name of the company. This form includes details such as the existing name, the new name, and the reason for the name change.
- Attachments for INC-24: Key documents to attach with Form INC-24 include:
o A copy of the special resolution.
o A copy of the approval letter for the name from the MCA.
o A copy of the notice of the general meeting and an explanatory statement.
o Payment of requisite fees.
The application is submitted to the Registrar of Companies (ROC) for consideration with respect to the contents submitted to this body.
√Issuance of Fresh Certificate of Incorporation
After nodes on Form INC-24 are ratified, the MCA will send a Certificate of Incorporation with the company’s new name so company will receive a certificate of incorporation under change of name in INC 24.
√Update Company’s Documents and Registrations
After the name change is approved, the company must update its name across various documents and registrations, including:
- Memorandum and Articles of Association: Officially change the name by modifying articles of association (MOA) and articles of incorporation (AOA).
- Letterheads, Business Cards, and Other Stationery: Replace all letterheads, notepads, envelopes, business cards and other stationery that carry the company’s name.
- Bank Accounts: Notify the bank of a name change and adjust it in record to correspond to new name.
- GST, PAN, and Other Registrations: Intimate the GST, PAN Income Tax and any other statutory bodies of the change of name.
Conclusion
Changing the name of company registered on MCA V3 portal is a process where, internal approval the proposal, name availability check, passing of special resolutions and other filings are involved. The process is quite simple but must be done carefully and methodically to avoid noncompliance to existing legal provision. If these steps are followed to the letter, there will be no compromise to the legal process of changing your company’s name.
DISCLAIMER: The information provided in this article is intended for general informational purposes only and is based on the latest guidelines and regulations. While we strive to ensure the accuracy and completeness of the information, it may not reflect the most current legal or regulatory changes. Taxpayers are advised to consult with a qualified tax professional or you may contact to our tax advisor team through call +91-9871990777 or info@semantictaxgen.in
