Changing Name of your Company/ LLP
Name Approval Application (RUN)
Filing of INC24 and MGT14 forms / Form-3 and Form-5 with MCA
Applying for new PAN and TAN
Issue of new Certificate of Incorporation
All Inclusive*
For Company
₹ 4,999/- only
For LLP
₹ 2,999/- only
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Change in the name of Company/LLP - Introduction
Changing the name of a company or LLP involves a legal process that requires compliance with specific procedures. Whether you seek to reposition your brand, capitalize on product popularity, or distance yourself from negative associations, understanding the steps involved is crucial. This article provides an overview of the procedure for changing a company/LLP’s name, highlighting the importance of compliance services in streamlining the process and ensuring legal requirements are fulfilled.
Understanding Share Capital:
Share capital, as per the Companies Act, 2013, refers to the total amount raised by a company through the issuance of common stock, equity stock, preferred stock, or preference share capital. It can be raised through public offerings like IPOs and FPOs or private placements. In accounting terms, the units of stock are known as “shares.”
Share capital consists of two essential components:
- Capitalizing on Product/Service Popularity: Renaming the company to align with a popular product or service can help leverage its success.
- Creating a Memorable Business Name: Changing the company name to a more memorable and appealing one can enhance customer engagement and brand recognition.
- Repositioning in a New Market: When expanding into a new market, changing the company name can facilitate repositioning and resonate better with the target audience.
- Location-Friendly Name: In the context of entering new geographical areas, changing to a name that suits the local market can enhance acceptance and relevance.
- Avoiding Copyright Issues: Changing the company name can be a solution to circumvent copyright conflicts or trademark infringements.
- Change of Ownership: A new owner may choose to rename the company to imprint their authority and redefine its direction.
List of Documents Required
Memorandum of Association/LLP Agreement
New name of the entity
Certificate of Incorporation
Digital Signature Certificate (DSC)
PAN Card of the Entity
Resolution and Notices (Formats will be provided)
How Does It Works?
Form Submission
Callback From Our Team
Final Quote And Payment
Name Approval
Document Submission
Filing of Forms With ROC (1 Day)
Issuance of Revised MOA (7 Days)
Does Changing a Company's Name Affect its Rights?
Fresh legal proceedings against the company using the old name are not valid once the new name is registered with the Registrar of Companies (ROC). The old name should be treated as non-existent, but the new name can be substituted by amending the plaint.
Legal proceedings initiated by the company using the old name can be continued under the new name, as the entity of the company remains intact.
Procedure for Company Name Change
Passing a Board Resolution:
- Conduct a board meeting to pass a resolution approving the name change.
- Authorize a director or company secretary (CS) to check the availability of the new name with the Ministry of Corporate Affairs (MCA).
Checking Name Availability:
- Apply to the MCA in Form INC-1 or conduct a search on the MCA website to verify the availability of the proposed name.
- Perform a trademark search for the proposed name and shortlist alternate options to cover potential name conflicts.
Passing Special Resolution:
- Convene an Extraordinary General Meeting (EGM) to pass a special resolution approving the name change.
- Modify the Articles of Association (AOA) and Memorandum of Association (MoA) accordingly.
Applying to the Registrar:
- Submit the special resolution, along with Form MGT-14, to the ROC within 30 days of passing the resolution.
- File Form INC-24 with the ROC, enclosing necessary documents and paying the prescribed fee, to obtain approval from the central government for the name change.
Issuance of the Certificate of Incorporation:
- Upon satisfactory review of the application and accompanying documents, the ROC will issue a new Certificate of Incorporation reflecting the changed company name.
Importance of Compliance Services for Name Change:
Simplified Process: Compliance services streamline the entire name change process, ensuring all legal requirements are met effectively.
Name Availability Check: Professionals verify the availability of the proposed name and assist in shortlisting alternate options if needed.
Drafting and Filing: Compliance experts handle the drafting of resolutions, filling out of forms, and filing processes on behalf of the company.
Amendment of MOA and AOA: Professionals assist in making necessary amendments to the company’s MOA and AOA to reflect the new name.
Expert Support: Compliance service providers offer dedicated support, addressing any queries and concerns throughout the name change process.
Conclusion:
Changing the name of a company involves a structured procedure that requires compliance with legal requirements. By seeking the assistance of compliance services for name change, businesses can navigate the process smoothly and ensure adherence to the necessary procedures. With simplified steps, expert support, and comprehensive assistance, these services facilitate a seamless transition to a new company name.
FAQs
The cost of changing the name of the LLP will vary depending on the amount of contribution involved in an LLP and the professional fees.
To get a new name for LLP, first of all application for applying new name under Reserve Unique Name (RUN) shall be filed and once the name is approved name change application will be filed in LLP Form -5.
LLP consent is required to be taken from the partners for changing the name of the LLP, once the same is taken, an application for same is to be filed in LLP Form-5.
As per Section 19, following procedure should be followed to change the name of LLP name:
- Partner’s consent should be taken for the change in name.
- Upon approval of consent, a new name should be applied.
- Once the name is approved, new LLP agreement should be executed and name change application should be filed in LLP Form-5 along with LLP Form-3 as linked form.
Yes, the name of the LLP can be changed online through V-3 portal of MCA.
LLP name is valid for 20 days from the date of approval. However the name can be extended for a further period of 40/60 days.
Below mentioned points should be considered while choosing a name for an LLP:
- The name should not be too identical or similar to any existing company or LLP;
- The name should not be undesirable in opinion of the Central Government;
- The name should not be prohibited.
- The name should not contain certain words as prescribed under the Incorporation rules of the Companies Act, 2013.
Once the name is changed, the new name of the company shall be displayed on the letterheads, billboards, invoices and other documents of the company.
Further, the company shall also mention its previous name along with the new name for a period of 2 years subsequent to the name change.
No, an LLP and Private Limited company cannot have the same name.
The name of the company is considered to be changed when the fresh Certificate of Incorporation is issued by the Registrar of Companies in Form INC-25.
The following documents are required for name approval of LLP:
- Consent of partners;
- Supplementary LLP agreement;
- Partner’s Resolution.
LLP Form-11 is filed for the annual return of the LLP. The same is filed online through V-3 portal of MCA. Form 11, once filed cannot be changed.
Yes, the procedure to change the name of the company is easy subject to approval of shareholders.
No, the names of LLP and company cannot be same.
The name change procedure of the company can be completed on 6-7 days subject to the approval of the Registrar.
The Registrar of Companies under the jurisdiction of which the company is located has the power to change the name of the company.
Once the name of the company is changed, the company can use its new name on its letterhead, invoices, billboards, agreements and other documents.
Following documents are required for change in the name of the company:
- Consent of the shareholders in form of special resolution;
- Altered Memorandum of Association;
- Board Resolution authorising the consent;
The procedure to change the name of the company is not difficult if the new name is proper and is not undesirable and the shareholder’s consent is obtained.
Yes, a supplementary agreement is required to be executed but before the issuance of fresh certificate of incorporation and the same is filed in linked LLP Form-3.
To draft the resolution for change of name of LLP, the old name and new name of the LLP should be mentioned clearly in the resolution along with the reasons for the change in the same.
LLP name availability can be checked by using the “Check Company Name” facility available on mca.gov.in.
The name change application is approved by the Registrar of Companies where the registered office of the company is located.
Form-5 and Form-3 linked to Form -5 are required to be filed for teh change in the name of the company.
The name application shall be filed within 30 days from the date of filing of special resolution.
The name is valid for 20 days once approved. The same can be extended for a further period of 40/60 days.
Yes, The name application can get rejected by ROC if the same is not with the conformity as per the Companies Act, 2013.
The value of stamp paper will usually be INR 1000, however one should refer to the particular state Stamp Act once.
LLP name can be selected in resonance with the objectives of the company. But, the same should not be too identical to the name of any existing company and should not be undesirable in the opinion of Central Government.
The LLP name change shall be effective from the date of issue of new certificate of incorporation by the Registar.
Yes, the LLP agreement should be altered before applying the name change application and the copy of same needs to be attached in Form-3.
Yes, ROC approval is necessary for LLP name alteration and the same is obtained by filing Form-3.
