​Procedure for change of name  of a Private Limited Company in India

​Stage 1: Hold Board Meeting. ...

Step 2: Confirm Proposed Name availability. ...

Step 4: Extraordinary General Meeting. ...

Step 6: Special Resolution and Submission to Registrar. ...

Step 6: Obtain New Certificate of Incorporation.

FORMS TO BE FILED
RUN for name approval
INC 24
​MGT 14

​We need these resolutions on the letter heads of the company
first the board of director resolution will be passed. After 21 days pass the shareholder resolution.

BOARD RESOLUTION FORMATON THE LETTER HEAD OF THE COMPANY
CERTIFIED TRUE COPY OF THE RESOLUTION PASSED IN THE BOARD MEETING OF DIRECTOR OF THE ……………………………………………. (Name of the Company) (CIN:……………………) HELD AT REGISTERED OFFICE OF THE COMPANY AT …………………………………………… (Address of regd. office of the company) AT ………….. (Time) ON ………………………….. (Date of the meeting).
Change in Name of the Company
“RESOLVED THAT pursuant to the provisions of section 13 and other applicable provisions of the Companies Act, 2013 if any and the rules framed there under, the consent of the board be and is hereby accorded to change the name of the company from ……………………………………………… (Present name of the company) to
1) …………………………………………………. – (First Preference)
2) …………………………………………………. – (Second Preference)
3) …………………………………………………..- (Third Preference)
4) …………………………………………………..– (Fourth Preference)
or any other name as may be approved by the Registrar.
“FURTHER RESOLVED THAT for the purpose of giving effect to this resolution, ………………………….. (Name of the Director) (DIN:………………….), Director of the Company be and is hereby authorized, on behalf of the Company, to make an application to the MCA for ascertaining availability of proposed name and to do all acts, deeds, matters and things as deem necessary, proper or desirable and to sign and execute all necessary documents, applications and returns, e-forms for the purpose of giving effect to the aforesaid resolution.
FOR ……………………………………………………… (Name of the company)
 
…………………………………
Director



SPECIAL RESOLUTION FORMATON THE LETTER HEAD OF THE COMPANY
CERTIFIED TRUE COPY OF THE SPECIAL RESOLUTION PASSED IN THE EXTRA ORDINARY GENERAL MEETING OF MEMBERS OF THE ……………………………………(NAME OF THE COMPANY) (CIN: ……………………….) HELD AT REGISTERED OFFICE OF THE COMPANY AT …………………………………………… (Address of regd. office of the company) AT ………….. (Time) ON ………………………….. (Date of the meeting).
1) Change in name of the Company
“RESOLVED THAT pursuant to the provisions of section 13 and other applicable provisions of the Companies Act, 2013 if any and the rules framed there under, and subject to the approval of the Registrar of Companies, the consent of members of the company be and is hereby accorded to change the name of the company from ………………………………………….. (Present name of the company) to …………………………………….. (New approved name)
“RESOLVED FURTHER THAT Clause I of the Memorandum of Association of the Company be substituted by the following:
Clause I – The name of the company is …………………………………………… (New approved name)
“FURTHER RESOLVED THAT for the purpose of giving effect to this resolution,………………….. (Name of the Director) (DIN:…………………..), Director of the Company be and is hereby authorized, on behalf of the Company, to do all acts, deeds, matters and things as deem necessary, proper or desirable and to sign and execute all necessary documents, applications and returns, e-forms for the purpose of giving effect to the aforesaid resolution.
FOR ……………………………………………………… (Name of the company)
 
…………………………………
Director
(DIN: ……………………….)
NOTICE OF EXTRA-ORDINARY GENERAL MEETING FORMATON THE LETTER HEAD OF THE COMPANY
Notice of Extraordinary General Meeting
NOTICE is hereby given that an Extra-Ordinary General Meeting of the members of ……………………………. (“the Company”) will be held on ……………………………(Date of the meeting) at …………(Time of the meeting) at the registered office of the company at ………………………………………………………………. (Address of regd. Office ) to transact the following Business:
SPECIAL BUSINESS
To consider and, if thought fit to pass with or without modification the following resolution as a Special Resolution:
1) Change in name of the Company
“RESOLVED THAT pursuant to the provisions of section 13 and other applicable provisions of the Companies Act, 2013 if any and the rules framed there under, and subject to the approval of the Registrar of Companies, the consent of members of the company be and is hereby accorded to change the name of the company from ………………………………………….. (Present name of the company) to …………………………………….. (New approved name)
“RESOLVED FURTHER THAT Clause I of the Memorandum of Association of the Company be substituted by the following:
Clause I – The name of the company is ………………………………….. (New approved name)
FOR A.N. REAL ESTATE PRIVATE LIMITED
………………………………….

Director

(DIN: …………………………)
Date: ……………..
Place: …………….
Note:-
1) A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON POLL ON HIS BEHALF. APROXY NEED NOT BE AMEMBER OF THE COMPANY.
2) THE RELATIVE EXPLANATORY STATEMENT, PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 IN RESPECT OF THE SPECIAL BUSINESS SET OUT ABOVE IS ANNEXED HERE TO.
ANNEXURE TO NOTICE:
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT
Item No. 1
1) The Board of directors of the company had, at its meeting held on ……………………………. (Date of board meeting), resolved that, the name of the company be changed from ……………………………….. (Present name of the company) to …………………………………….. (New approved name) and accordingly clause I (name clause) in the memorandum of association of the company is to be altered by substituting the same with new clause I i.e.
Clause I – The name of the company is ………………………………………………...(New approved name)
The Board of Directors recommends passing of the special resolution as contained in item No. 1of the notice.
None of the Directors are in any way interested or concerned in the resolution.
EXTRACT OF THE MINUTES OF THE EGM FORMATName of Company…………………………………………………………………………..
Registered Office………………………………………………………………………………………….Extract of the minutes of the extra ordinary general meeting of the members of ………………………………….. (NAME OF THE COMPANY). Extra ordinary general meeting No ………………… held on …………………….(DATE) at ……………..(TIME) at their registered office of the company at …………………………………………………….(ADDRESS).
Present

1. ………………………………….(Director)
2. …………………………………. (Director)
3. Authorized representative of …………………………… (Member)

Chairman
……………………………….. (Name of the person) was elected the chairman of the meeting and accordingly he occupied the chair.
Quorum
The quorum was present in the meeting.
I Approval of resolution for the change of name of the company
The Chairman placed before the members, the resolution to be passed for the change of name of the company, subject to the approval of registrar of companies as stated below:-
“1) Change in name of the Company
“RESOLVED THAT pursuant to the provisions of section 13 and other applicable provisions of the Companies Act, 2013 if any and the rules framed there under, and subject to the approval of the Registrar of Companies, the consent of members of the company be and is hereby accorded to change the name of the company from ……………………………….. (Present name of the company) to …………………………………….. (New approved name)
“RESOLVED FURTHER THAT Clause I of the Memorandum of Association of the Company be substituted by the following:
Clause I – The name of the company is…………………………………….. (New approved name)
“FURTHER RESOLVED THAT for the purpose of giving effect to this resolution,……………………. (Name of the director) (DIN:……………….), Director of the Company be and is hereby authorized, on behalf of the Company, to do all acts, deeds, matters and things as deem necessary, proper or desirable and to sign and execute all necessary documents, applications and returns, e-forms for the purpose of giving effect to the aforesaid resolution.
Business review
Resolved that the business of the company has been reviewed and found satisfactory.
Vote of Thanks
There being no other business to transact, the meeting ended with a vote of thanks to the chair.
Date: – ……………………Chairman
Place: – …………………..

Draft Consent Letter to Hold AGM at Shorter Notice

The Companies Act, 2013

Consent by Shareholder For Shorter Notice

[Pursuant to section 101(1)]

To, 

The Board of Directors 

(Address)

I, _______________, S/o Mr. _____________, R/o _____________________, holding __________ Equity shares of Rs.__/- each in the company, being shareholder, hereby give my consent, pursuant to section101(1) of the Companies Act, 2013, to hold the Annual General Meeting on _______ day, _____ September, 20__ at ______  at shorter notice.

Date:

Place:                                                                       (Name & Signature of Shareholder) 
(DIN: ……………………….)
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