How To Register A Company Name

PROFESSIONAL GUIDE ON CHANGE OF COMPANY NAME | HOW TO REGISTER A COMPANY ONLINE

In this article, we'll look at some of the reasons why you might want to change the name of your business, and go through the steps one should take to ensure the switch is an accomplishment.

You'll see examples of real-life business name changes and their rationales, get advice on communicating the change to your customers, learn the legal and regulatory steps you need to take when changing a name and see how to launch the new brand. By the end, you'll be clear on how to do it well and whether you need to change your business's name.

E s pecially for established businesses changing a business name is a costly and disruptive process. Bank accounts and online marketing materials will have to change, domain names registered, email addresses updated, websites adjusted and so on. There is various reasons company change its names sometimes successfully, as with Nissan and Datsun, and sometimes not so successfully.

There are few steps which need to be taken So before you take the leap, familiarize yourself with these steps. Most of them are required by law, but others are simply good business practice.

Step 1: When to Change Your Name

Rebranding can not be done lightly it is a big step. The name change makes perfect sense in specific circumstances. We're going to look at some famous examples, but the principles apply to small firms as well as large ones.

Mergers and acquisitions

When two companies merge, the managers of the new firm have to decide which name to use. A common choice is the combination of the two previous names into a new one. Mergers and acquisitions are very common reasons for corporate name changes.

for example, Consulting firm PwC got its name from the 1998 merger between Price Waterhouse and Coopers & Lybrand. The new firm was called PricewaterhouseCoopers, or PwC for short.

When companies split Changes can also occur. PwC's competitor Accenture used to be known as Andersen Consulting until it split from accounting firm Arthur Andersen in 2001. the consulting firm rebranded itself as Accenture because two separate companies couldn't both use the name Andersen, a made-up name derived from "accent on the future."

New Direction

The Haloid Company was mostly known for selling photographic paper and had been in business for more than half a century. Then in 1959, it hit on a new invention, the Xerox photocopier, which proved so popular that it soon accounted for the majority of the company's revenue. it makes sense to have the name change if your company pivots in a new direction. So, Haloid to change its name to replicate the new direction of its business, and in 1961 Xerox Corporation was born. BlackBerry name is also taken by Research In Motion.

Association with the name should not be Negative

Sometimes companies old name has acquired negative association to escape from negative publicity of the company owners change its name.

Freshen Up

The sometime owner of the company feels that it needs freshening up or modernizing a good example is Accenture, with its "accent on the future,". After being bought by PWC consulting firm Booz & Co being renamed "Strategy&". This could be a good tactic, but it doesn't always work out.

Step 2: Practical Steps

Determination of companies new name:

Change in the company name depends on the availability of the name and according to the provisions of the companies act, 2013 have prescribed. The name should not violate the provision of companies act 2013.

Proposed name should not be identical with another existing name. The following tests are applied to determine the name of existing company.

Plural version and spacing and punctuation marks:

Name of the company shall not become unique if it exists in the plural version. Example: If a company exists with a name, "Acme Gear Private Limited Company", then the name "Acme Gears Private Limited Company" shall not be allowed as the proposed name is just a plural version of an existing name. The spacing between letters, punctuation marks, change to type and case letters do not make name unique.

Different tense and number of the same word or spelling variations:

use of the same word with different tense and number or spelling variations does not make a name unique.

Deliberate misspelled words or addition of internet related designation:

If intentionally misspelled words are used as a name for a company then it should be verified with properly checked words. In addition of interrelated designation such as com, net, edu, org, it shall not make a name unique.

The Addition of common names, place or titles:

The addition of words like New, Modern, Sree, Shree, Sri, Sai, Jai, Om etc, does not make a name unique. Adding the name of the place will not make a name unique such names would be allowed if no objection from the existing company by way of board resolution is submitted.

Translation of words and combination of same words in a different manner:

The name will not be allowed if the proposed name is the Hindi or English translation or limited liability partnership or transliteration of the name of an existing company then the name will not be allowed.

Proposed name should not be undesirable

Trademark Violation:

The proposed name should not violate the name of a registered trademark unless the consent of the owner or applicant for registration is obtained.

Violates Emblems and Name Act:

Section 3 of the Emblems Act 1950 should not be violated.

Includes Offensive words:

Any word which is offensive to any section of the people should not include.

Other Conditions for name approval

Name should be in Consonance with the principle object
Names indicative of business constitution not allowed.
British India names should not be allowed.
Patronage names should not be allowed.
Foreign government, embassy or consulate name should not be allowed.
Financial activities of the company should not include.
Names based on the promoters of the company should not be allowed.
Names identical to a company which is struck off or related to limited liability partnership.
Generic names, names related to state and names that require regulatory approval should not be allowed.
Names that require central Government approval and name that include another country name will not be allowed.

The company after incorporation can change their name by following way:

Change in Name clause of the Company involves alteration of Memorandum of Association (hereinafter referred to as "Memorandum") of the Company. Section 13 of Companies Act 2013 regulates the process of amendment in Memorandum of Association is applicable to all companies. All clauses of Memorandum except Capital clause can be altered by following the provisions of Section 13 of Companies Act, 2013 by passing a special resolution.

Section 13 of the Companies Act, 2013 deal with the change of name which says that the name of the company can be changed by a special resolution and with the approval of the Central Government. Approval of Central Government is not required if the change relates to the addition/deletion of the words "private" to the name.

Steps for Alteration in Name Clause of Memorandum of Association

STEP-I

Call Meeting of Board Director:

At least 7 days before Issue Notice of Board Meeting to all the directors of company
Along with Notice should attach agenda of Board meeting

STEP-II

Hold A Board Meeting:

Hold the Board meeting of Company for following purposes:

Place before Board Suggestions for New names.
Pass Board Resolution after Selection of Names.

Directors of the company should be authorized to make application with ROC for name approval

Resolution of Board Meeting

For ascertaining the availability of proposed name a board meeting must be convened to a resolution for change of name of the company and to authorize a Director or company Secretary to make an application to the MCA for name availability. A resolution to convene an extraordinary general meeting for changing the name of the company and alteration of Article of Association and memorandum of Association can also be passed at the same board meeting.

STEP-III

File — e-form- INC-1 with ROC: File form INC-1 with ROC for approval of name:

Attachments:

A Copy of Board Resolution.

As per the Trademark Act if the proposed names are based on a registered Trade Mark or a subject matter of an application pending for registration under the Trade Mark Act 1999 approval of trademark owner or the applicant of such application should be given.

STEP-IV

Name Approval Certificate from ROC, if applied name are available.

STEP-V

Call Meeting of Board Director:

Issue Notice of Board Meeting to all the directors of the company at least 7 days before the date of Board Meeting. Attach Agenda of Board Meeting along with Notice.

STEP-VI — Hold Board Meeting:

Hold the Board meeting of Company for following purposes: 1.Place Name Availability Certificate before the Board, 2. Fix Date, Day, Time of Extraordinary General Meeting, 3.Place Draft Notice before Board of Extraordinary General Meeting and 4.Authorization of Director to issue Notice of Extraordinary General Meeting.

STEP-VII

Call Extra-Ordinary General Meeting: Give At least 21 days clear Notice of Extraordinary General Meeting along with explanatory statement through Electronic Mode or in Writing to 1. All the Members of Company 2. Auditor of Company.

The notice shall specify the date, day, place and time of the meeting and contain a statement of the business to be transacted at the EGM. Issue notice of EGM to the Authorize Director and Company Secretary

STEP-VIII

Hold Extra-Ordinary General Meeting and Check the Quorum.

Check whether the auditor is present, if not. Then Leave of absence is granted or Not. (As per Section- 146). Pass Special Resolution.[Section-114(2)] Approval of Alteration in MOA & AOA.

STEP-IX

Filling of e-Form with ROC: 1) E-form MGT-14 within 30 days of the passing of Special Resolution.

Attachment: Notice along with Explanatory Statements.

Minutes of General Meeting and Certified True Copy of Special Resolution, Altered in MOA & AOA 2) E-form INC-24 within 30 days of passing of Special Resolution

STEP-X

After completing Above Procedure ROC will issue a New Certificate of Incorporation in form No. — 25. (Rule-29 of THE Companies (Incorporation) Rules, 2014). The name will be effective from the date of issue of Certificate.

These are the necessary steps one should take before altering the name clause as per the company law 2013

Step 3: Communicating the Change

How you communicate the name change can make the difference between a smooth transition and a disaster. In this step, we'll look at how you can make things as smooth as possible.

Start with Employees

It is important to talk to the employee about a change of name. After all, employees need to be enthusiastic about the new name, not apathetic or, worse, embarrassed. So, make sure employee should fully accept the new name.

The employer should involved employees at the stage of choosing the new name it may give the double benefit of coming up with more ideas and making your employees feel involved in the change. If the employer has already picked the new name they need to go beyond sending out an email or announcing it they should hold meeting talk face to face and really explain the rationale behind the change.

Plan for Name Change

After communicating names to the employee you should announce the name change publicly. The employer should draw a clear communication plan and use many channels as possible. They can use social media, take out advertisements, send press releases to local newspapers, and so on. The more you can get the new name out there, the better.

One of the biggest mistakes in rebranding is not communicating enough. You can spend a lot on advertising, but it will have publicity benefits beyond the name change itself. It might happen the name change won't affect anyone but be sure to communicate it very clearly.

Step 4: Launching the New Brand

The new brand launch, if handled right, can be a chance to make a splash. News outlets may pick up on the change, and you can consider holding special events for customers to mark the launch, all of which will both bring your company publicity and cement the new name in people's minds.