Form INC-24 is useful for companies who want to change the name. Using this form company can apply for permission of the Central Government.
As per the provisions in Section 13 of the Companies Act of 2013, a company may change its name by simply passing a resolution in its general meeting. But, approval from the Central Government and updating with the Registrar of Companies (RoC) is necessary for the change to come into effect.
Also, the Articles of Association and the Memorandum of Association of the company go through a significant alteration.
How to Change Company Name using Form INC-24
- Passing A Board Resolution
In the first step, the company needs to call a board meeting and pass a resolution to change the company name. The directors should approve the new name and authorize either a director or a company secretary (CS) to check the availability of the new name with the MCA.
- Checking The Name Availability
One of the most important steps before registering a company name with the ROC is to check the company name availability.
For this, the authorized director or the CS should apply to the MCA in the prescribed form for checking the availability of the proposed name and subsequent approval.
In case the proposed name is available for use, the company will get a letter from the RoC. - Passing Special Resolution
Once the availability of the new name is confirmed by the RoC, the company should convene an extraordinary general meeting.
A special resolution will be passed by the meeting for changing the name and making appropriate changes to the Articles of Association and the Memorandum of Association. - Applying To The Registrar
The company has to submit a special resolution to the RoC within 30 days of passing, along with the form MGT-14, which will contain the details related to the special resolution.
Moreover, Within 30 days of filing the MGT-14, company has to file INC-24 with RoC as well, along with the requisite fee for obtaining approval from the Central Government for the change in name. Certain documents also need to be attach with these two forms. - Issuance Of The Certificate Of Incorporation
If ROC is satisfied with the application and the accompanying documents, the RoC will issue a new Certificate of Incorporation, and also, reflecting the change in name.
- Incorporating company name in MoA and AoA
Once the new certificate of incorporation is received from RoC, the company name must be incorporated in all the copies of MOA and AOA.
Documents Required for filing Form INC-24 & MGT-14
The following documents accompany the MGT-14 and INC-24 forms-
- MGT-14: This e-form can be filed with the Registrar of Companies on the Ministry of Corporate Affairs portal. Along with the MGT-14 form, company has to submit the following documents as well.
- Notice of the Extraordinary General Meeting (EGM).
- Certified copy of the special resolution passed in the EGM.
- The explanatory statement to EGM
- Copy of altered Memorandum of Association (MoA) and Article of Association (AoA) with the new company name.
- INC-24 – After the MGT-14, the company has to file INC-24 e-form within 30 days with the Registrar of Companies on the Ministry of Corporate Affairs portal. Along with the INC-24 form, the company has to attach following documents as well.
- A certified true copy of the Minutes of the EGM of the company
- Notice of EGM
- Copy of any approval order received from other authorities such as IRDA, SEBI, RBI, etc, if any.
- Resolution agreement Copy, along with the mention of the members voting for and against the resolution
- Copy of altered MoA as well as AoA, with the new company name.
- Any other documents regarding any other information sought to be provide, as optional attachments
Fees applicable for filing Form INC-24
| Application made | Other than OPC & Small company |
OPC & Small company |
|
By a company having an authorized share capital of: |
2,000 |
1,000 |
| A company limited by guarantee but not having a share capital | 2,000 | – |
| By a company having a valid license issued under section 8 of the Act (Section 8 Company) | 2,000 | – |
Benefits of Changing a Company Name
1. Current Company Name can’t get Copyright
A lack of copyright control can be very damaging the future of your business, as it prevents effective branding and can stifle revenue streams from advertising or merchandising. Therefore, if the company is struggling to get a copyright for an existing name, it can consider changing the company name.
2: Your Current Name is Hard to Remember
Name of your business or company is the first thing people often mention while talking about it. So, if you think your company name is not noticeable, you can change it to a different one. Choose a name that is easy to remember. Also, Longer names or those involving foreign language phrases are much more likely to be vulnerable to this issue.
3. Repositioning
Consider changing your brand’s name when your business is ready to expand into a new market. This helps to focus on particular product that is doing better than the others, or when entering a new market.
4. You’ve Experienced Substantial Product Growth
This occurs when a product or service becomes so successful that the company actually becomes known by the name of that product or service.
5. You’ve Expanded Geographically
Businesses can suffer from this when starting as a geographically local store. Also, this can also be problematic if your business name contains local dialect or is a reference to a local history item that wouldn’t make sense elsewhere.
6. Change of Ownership
Mergers and acquisitions can obviously have a large effect on the name of your business, as well. In an acquisition situation, the business might get its name changed to bring it into the family for branding purposes. Likewise, for mergers, both companies have some options available for naming conventions.
FAQs
Yes, the company can continue the legal proceedings made by it in its old name under the new name also. The entity of the company continues despite the change in name.
An approved name is valid for a period of
(i) 20 days from the date of approval (in case name is being reserved for a new company) or
(ii) 60 days from the date of approval (in case of change of name of an existing company)
One has to re-apply for the name. Further, it is recommendable to attach the previous name approval letter that got expired.
Also, we have to provide the Declaration from Directors under Rule 29 of the Incorporation Rules. This has to be on a Stamp Paper and to be Notarised.
Along with this, we have to submit NOC from all the outstanding Creditors.
Hello! I have a query here. What if the Company has filed INC-24 on 26th June 2023 and the proposed name will expire on 12th July, 2023, when the INC-24 is still under processing?
I mean will the validity of proposed name matter if the application for change in name has been filed already?
Thank you for your guidance.