A company desiring to change its name may do so in accordance with the provisions of Section 13 of the Companies Act, 2013. The section lays down that a company may, by special resolution and with the approval of the Central Government signified in writing, change its name. The power of the Central Government under Section 13(2) to approve change in the name has been delegated to Registrar of Companies. However, if the only change require dis the addition thereto or deletion there-from, of the word “Private”, consequent upon conversion of a public company into a private company or vice versa, no such approval of Central Government is required.
The name of a company can be changed by the promoters at any time after incorporation. Some of the major reasons for change of company name are business model change, change of promoters, rebranding, etc., To change the name of a company, shareholders’ approval is required along with approval from the Ministry of Corporate Affairs. The change of name of a company or LLP however has no impact on the legal entity or its existence. Hence, all assets and liabilities of the entity would continue, while only the name of the company would have been changed.
Change of company name requires passing of a board resolution, obtaining name approval from MCA, passing of a special resolution and applying for approval of new company name to the MCA. If the MCA accepts the application, a new certificate of incorporation is issued. After obtaining the new certificate of incorporation, changes must be made to incorporate and change the MOA and AOA of the company as well.
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