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Change of Company Name under Companies Act, 2013

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A company’s name represents its brand identity, vision, and market positioning. As businesses evolve, they may rebrand, expand into new sectors, or restructure operations — making a name change necessary.

Under the Companies Act, 2013, a company can change its name by passing the required resolutions and obtaining approval from the Registrar of Companies (ROC). The name change becomes legally effective only after:

What’s Included in Your Package:

Shareholder approval

Central Government approval (through ROC)

Issuance of a fresh Certificate of Incorporation

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    What is Change of Company Name?

    Change of Company Name in India is the legal process of altering a company’s registered name with the Ministry of Corporate Affairs (MCA) under the Companies Act, 2013.

    A company can rename itself for rebranding, expansion, merger, or strategic reasons. The process requires:

    Board Resolution

    Shareholders’ Special Resolution

    ROC approval (MGT-14 & INC-24 filing)

    Issuance of a Fresh Certificate of Incorporation

    Changing the company name does not create a new entity. The CIN, assets, liabilities, and legal status remain the same — only the registered name is updated in MCA records.

    Practical Examples of Company Name Change

    Example 1: Business Expansion

    • ABC Technologies Private Limited starts manufacturing hardware products instead of offering software services.

    👉 The company may change its name to better reflect its new business model.

    Example 2: Rebranding Strategy

    • A startup wants a shorter, more brand-friendly name for marketing purposes.

    👉 It applies for name change and rebrands legally.

    Example 3: Post-Merger Renaming

    • Two companies merge and decide to operate under a new brand identity.

    👉 The merged entity applies for a new company name approval.

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    Pre-Requisites Before Initiating Company Name Change

    Before applying for a Change of Company Name in India, it is important to ensure that the company is legally compliant and procedurally ready. Proper pre-verification reduces the chances of rejection by the Registrar of Companies (ROC) and ensures faster approval. Here are the key checks you should complete before starting the name change process:

    1. Confirm ROC Compliance Status

    • The company should have:
    • Filed all pending Annual Returns
    • Filed Financial Statements with MCA
    • No major overdue ROC filings

    If statutory filings are pending, the ROC may raise objections or delay approval of the name change application.

    2. Check for Outstanding Financial Obligations

    • Ensure there are no:
    • Unpaid matured deposits
    • Outstanding debentures
    • Compliance defaults related to public funds

    Regulatory authorities may scrutinize financial compliance before approving structural changes like name alteration.

    3. Verify Proposed Name Availability

    • Before proceeding:
    • Conduct a name search on MCA portal
    • Ensure the name is not identical or closely resembling an existing company or LLP
    • Check trademark database to avoid infringement
    • Keep 2–3 alternative names ready

    Choosing a compliant and distinctive name significantly improves approval chances.

    4. Ensure Object Clause Alignment

    • The proposed name should reflect the company’s main business activities.

    If the new name suggests a different business activity, the Object Clause of the MOA may need modification before or along with the name change.

    5. Director & Shareholder Readiness

    • Confirm active Digital Signature Certificates (DSC) of directors
    • Ensure availability of directors for Board Meeting
    • Ensure shareholders are available to pass Special Resolution

    A Special Resolution (75% majority) is mandatory under the Companies Act, 2013.

    How to Select a Unique Company Name in India as per MCA Guidelines

    Choosing a new company name is not just a branding decision — it is a legal process governed under the Companies Act, 2013 and MCA naming guidelines. A carefully selected name reduces the chances of rejection during the ROC name approval process. Here are the key factors to consider before applying for company name change:

    1. Ensure Name Uniqueness

    • The proposed name must:
    • Not be identical to an existing company or LLP
    • Not be deceptively similar to an already registered entity
    • Not create confusion in the marketplace

    Even minor spelling changes may lead to rejection if similarity exists.

    2. Check Trademark Availability

    • Before finalising your new company name:
    • Conduct a trademark search
    • Ensure the name does not infringe an existing registered trademark
    • Avoid future legal disputes

    Trademark conflicts are one of the most common reasons for name rejection.

    3. Align Name with Business Activity

    • Your company name should reflect your primary business objectives.
    • If the name suggests a different activity than mentioned in your MOA, you may need to amend the Object Clause.
    • For example:
    • Adding “Technologies” suggests IT-related services
    • Adding “Industries” may imply manufacturing

    Mismatch can trigger ROC queries.

    4. Follow MCA Naming Guidelines

    • Certain words require prior approval from regulatory authorities, such as:
    • Bank
    • Insurance
    • Stock Exchange
    • Venture Capital
    • Mutual Fund

    Using restricted words without approval will result in rejection.

    5. Avoid Prohibited or Sensitive Words

    • Names that are:
    • Offensive
    • Against public policy
    • Too generic (like “India Business Company Pvt Ltd”)
    • Government-related without approval

    are not permitted.

    6. Keep 2–3 Backup Name Options

    • Name approval applications can be rejected.
    • Always keep alternative names ready to avoid delays.

    Legal Process for Change of Company Name (Step-by-Step)

    The process is governed by the Companies Act, 2013 and relevant MCA rules. All resolutions, documents, and filings are handled end-to-end as part of the service.

    Step 1

    Step 1: Board Meeting

    • Pass Board Resolution for name change
    • Approve proposed new name
    • Authorise filing of name reservation application

    Step 2

    Name Reservation (RUN / SPICe+ Part A)

    Application is filed in RUN or SPICe+ Part A with ROC for approval of the new name.

    The name must:.

    • Not be identical or similar to an existing company
    • Not violate trademark laws
    • Follow MCA naming guidelines

    Step 3

    Shareholders’ Approval

    After name approval:

    • Conduct General Meeting
    • Pass Special Resolution for name change
    • Approve alteration of Name Clause in MOA & AOA

    Step 4

    Filing with ROC

    Form MGT-14 (for Special Resolution) and Form INC-24 (for Central Government approval) are filed.

    Step 5

    Issue of Fresh Certificate of Incorporation

    Upon verification, ROC issues:

    • Fresh Certificate of Incorporation
    • Company name officially changed in MCA records

    The change is effective from the date mentioned on the new certificate.

    Company Name Change Cost in India – ROC Fees & Government Charges

    The cost includes:

    1. Government Fees

    Name reservation fee

    ROC filing fees (MGT-14 & INC-24)

    Stamp duty (state-wise)

    2. Professional Fees

    Drafting of resolutions

    MCA filings

    Compliance handling

    Approximate Government Cost Range:

    Usually between ₹2,000 – ₹5,000 (depending on company type and state).

    Note: Actual fees depend on authorised capital and state of registration.

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    Documents Required for Company Name Change in India

    To change company name, the following are required:

    Board Resolution

    Shareholders’ Special Resolution

    Altered MOA & AOA

    Digital Signature Certificate (DSC) of Director

    PAN & CIN of company

    Basic company details

    What You Need to Do:

    Approve the proposed name

    Approve resolutions

    Provide necessary confirmations

    We handle the entire drafting and filing process.

    FAQs – Change of Company Name

    Thinking of starting your business in India? Below are the most common questions about Private Limited Company registration — from documents to compliance and timelines.

    No. The legal entity remains the same. Only the name changes.

    Yes. A Special Resolution is required under the Companies Act, 2013.

    Typically 7–15 working days, subject to ROC approval.

    No. The name must comply with MCA guidelines and not infringe trademarks.

    Yes. After approval, all statutory registrations must be updated.

    Yes. All liabilities and obligations continue automatically.

    Yes. Approval is processed through ROC acting on behalf of the Central Government.

    Only if it converts into a Public Company or other permitted structure.

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