• Effects of change in name of a Pvt Ltd company

We are a private limited company. The company was registered with ROC in 1995. Due to some available opportunity the company is looking to change the Object Clause of Memorandum of Article at ROC. As the original name of the company does not match with the newly intended business. For this the ROC at the time of registering change in MOA may ask us for change in name.

In case there is a change in name of the company then what will be the status of Old properties of the company, do we need to pay stamp duty afresh to retain the ownership and also what will be the status of registration of the company with different departments like PAN,TAN,VAT etc
Asked 9 months ago in Business Law from Bilaspur, Chhattisgarh
1) you do not need to pay stamp duty afresh to retain ownership of properties standing in name of of company 

2) In case nane of company is changed you have to apply to make change/correction in PAN data. A new PAN card bearing the same PAN with updated details will be issued to the company 

3) Guidelines for Online Change-Correction in Pan Data
1. STEPS FOR ONLINE APPLICATION

a. Applicant will fill PAN Change Request Form online and submit the form. The same form will be applicable for citizens as well as non-citizens of India.

b. If the data submitted fails in any format level validation, a response indicating the error(s) will be displayed on the screen.

c. The applicant shall rectify the error(s) and re-submit the form.

d. If there are no format level error(s), a confirmation screen with data filled by the applicant will be displayed.

e. If the applicant requires any amendment to this data, then choose the edit option, else it shall choose the confirm option.

f. For Changes or Correction in PAN data, fill all mandatory fields (marked with *) of the Form and select the corresponding box on left margin of appropriate field where correction is required.

g. If the application is for re-issuance of a PAN card without any changes in PAN related data of the applicant, fill all fields in the Form but do not select any box on left margin.

h. In case of either a request for Change or Correction in PAN data or request for re-issuance of a PAN Card without any changes in PAN data, the address for communication will be updated in the ITD database using address for communication provided in the application.

i. For cancellation of PAN, fill all mandatory fields in the Form, enter PAN to be cancelled in Item No.10 of the Form and select the check box on left margin. PAN to be cancelled should not be same as PAN (the one currently used) mentioned at the top of the Form.

2. PAYMENT

j. If communication address is within India then the fee for processing PAN application is Rs. 96.00 Rs. (85.00 + 12.36% service tax). Payment can be made either by

Demand Draft
Cheque
Credit Card / Debit Card
Net Banking
If any of addresses i.e. office address or residential address is a foreign address, the payment can be made only by way of demand draft payable at Mumbai.

k. If communication Address is outside India, then the fee for processing PAN application is Rs. 962.00 [(Application fee Rs. 85.00 + Dispatch Charges Rs. 771.00) + 12.36% service tax]. Payment can be made only by Demand Draft payable at Mumbai

l. Demand draft / cheque shall be in favour of ‘NSDL – PAN’. Demand draft should be payable at Mumbai and should be sent to NSDL.

m. Name of the applicant and the acknowledgment number should be mentioned on the reverse of the demand draft / cheque.

n. Applicants making payment by cheque shall deposit a local cheque (drawn on any bank) with any HDFC Bank branch across the country (except Dahej). The applicant shall mention NSDL-PAN on the deposit slip.

o. Credit card / Debit card / Net banking 
Ajay Sethi
Advocate, Mumbai
23278 Answers
1219 Consultations
5.0 on 5.0
A Company's name is considered as identity of the company (public or private), which may be changed with the approval of members in the general meeting. According to section 13(1) of the companies act, 2013, a special resolution  is required to be passed at the general meeting since change in the name of the company involves alteration in the memorandum of Association.  As per section 13(2) of teh companies act, 2013, for change in the name of the company approval of the central shall also be required (powers has been delegated to the registrar of companies).
In order to change company name, Form INC-1 is required to file for name approval.
After the name gets approved, applicant is required to file form MGT-14 (necessary resolution for alteration of MOA and AOA) and form INC-24 to give effect to change in name.
In case company wants to change its registered office within local limits of the same city or place, intimation regarding the same has to be filed in Form INC-22. 
Similarly, if company wishes to shift or change its registered office outside local limits of city, town or village, Form MGT-14 and Form INC-22 are required to be filed to ROC to give effect to such change.
In case, company wants to shift the registered office from one state to another state or from jurisdiction of one RoC to another, it needs to file following forms to give effect to such change. These forms are: 
1)Form MGT-14
2) File application with Central Government in Form No. INC-23
3) Form INC-28 
4) Form INC-22 


As per section 12 of the companies act, 2013, upto two years the company has to use the olde name in addition to the new name in all official publications.
T Kalaiselvan
Advocate, Vellore
14056 Answers
127 Consultations
5.0 on 5.0
In case there is a change in name of the company then what will be the status of Old properties of the company, do we need to pay stamp duty afresh to retain the ownership and also what will be the status of registration of the company with different departments like PAN,TAN,VAT etc

The name of the company based on the changes made legally by following all the procedures meant for it, the change of name in PAN, VAT  TAN shall be enough, there is no need for fresh application to these.
T Kalaiselvan
Advocate, Vellore
14056 Answers
127 Consultations
5.0 on 5.0
If I do not need to pay stamp duty on retaining the ownership of properites standing in the name of the company then what is the procedure to update name of the company to new name in title deed and government land records.

A company being a legal entity must have a name of its own to establish its Separate identity. The name of the company is a symbol of its independent corporate existence. The first clause in the Memorandum of Association of the company states the name by which a company is known. The company may adopt any suitable name provided it is not undesirable.  
Section 13 of the Companies Act, 2013 deal with 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. 
STEPS FOR ALTERATION IN NAME CLAUSE OF MEMORANDUM OF ASSOCIATION
Call Meeting of Board Director; Hold the Board meeting of Company; File form INC-1 with ROC for approval of name; Name Approval Certificate from ROC, if applied name are available. ; E-form MGT-14 within 30 days of passing of Special Resolution 
Notice along with Explanatory Statements.
Certified True Copy of Special Resolution.
Altered in MOA & AOA.
After completing Above Procedure ROC will issue a New Certificate of Incorporation in form No. – 25. (Rule-29 of THE Companies (Incorporation) Rules, 2014). Name will be effective from the date of issue of Certificate.
after obtaining this certificate you may apply for mutation of companies records held at revenue department.
T Kalaiselvan
Advocate, Vellore
14056 Answers
127 Consultations
5.0 on 5.0
1) the change of name of a company will mean that an existing company with name “A” changes its name to
“B” which is not the name of a pre-existing company and name “A” ceases to exist
consequent to this change

2) In cases where merely the name of the Company is changed with the
approval of the Registrar of Companies no transaction/sale of property takes place and only change 
in name of the Company is sought to be recorded in the revenue record, no stamp
duty is chargeable. 
Ajay Sethi
Advocate, Mumbai
23278 Answers
1219 Consultations
5.0 on 5.0
it is obligatory on part of the  authorities to   change name in land records on basis of new certifcate of incorporation 
Ajay Sethi
Advocate, Mumbai
23278 Answers
1219 Consultations
5.0 on 5.0
this change in name of the company will attract  stamp duty on the standing properties at similar rates in case of a new purchase of land or is it obligatory on the officials to change name in the land records on the basis of new certificate of incorporation issued as form 25.


The procedures meant for it as per law has to be complied with it.  
An application shall be filed in Form No.INC.24 along with the fee for change in the name of the company and a new certificate of incorporation in Form No.INC.25 shall be issued to the company consequent upon change of name. 
T Kalaiselvan
Advocate, Vellore
14056 Answers
127 Consultations
5.0 on 5.0

Ask a Lawyer

Get legal answers from top-rated lawyers in 1 hour. It's quick, easy, and anonymous!
Ask a Lawyer

Business Lawyers

T Kalaiselvan
Advocate, Vellore
14056 Answers
127 Consultations
5.0 on 5.0
Ajay Sethi
Advocate, Mumbai
23278 Answers
1219 Consultations
5.0 on 5.0
Ashish Davessar
Advocate, Jaipur
18158 Answers
449 Consultations
5.0 on 5.0
Krishna Kishore Ganguly
Advocate, Kolkata
12113 Answers
231 Consultations
5.0 on 5.0
Devajyoti Barman
Advocate, Kolkata
5222 Answers
54 Consultations
4.9 on 5.0
Nadeem Qureshi
Advocate, New Delhi
3534 Answers
130 Consultations
4.9 on 5.0
Rajgopalan Sripathi
Advocate, Hyderabad
868 Answers
43 Consultations
5.0 on 5.0
Shivendra Pratap Singh
Advocate, Lucknow
2752 Answers
41 Consultations
4.9 on 5.0
Lakshmi Kanth
Advocate, Hyderabad
223 Answers
2 Consultations
4.8 on 5.0
Shashidhar S. Sastry
Advocate, Bangalore
1242 Answers
59 Consultations
5.0 on 5.0