How to Change name of One Person Company
Today we discos hear how to change name of One Person Company (OPC) one must follow the provisions Companies Act. The name of a company is mentioned in the Name Clause of its MOA (Memorandum Of Association). Therefore change of name means alteration of MOA and specifically the Name Clause. The change of name also requires issue of a fresh Certificate of Incorporation (COI). Change of name doesn't amount to change in legal status of the entity. The change doesn't affect the existence of the company.
As per the Act, a company can change its name by passing a special resolution. But it needs to obtain prior approval of the Central Government. However, the permission of Central Government is not required if you are adding or deleting the word 'Private'. There are two conditions under which the change of name is not permitted:
- -When the company has defaulted in filing its annual returns along with audited financial statements that were due to be filed with the Registrar.
- -When the company has defaulted in payment of interest on deposits and debentures or repayment on maturity of deposits and debentures.
Procedure for change of name
To change the name of a one person company follow the below mentioned steps:
- The first step is to check the availability of the proposed names. Then hold a Board Meeting and select one name from the lot by passing a Board resolution.
- Once the name is finalized file e-Form INC-1 along with Registrar for approval. You also need to attach a copy of the Board resolution.
- After receiving the approval of change of name of OPC from the Registrar of Companies (ROC), call an Extraordinary General Meeting (EGM). Then pass a special resolution in favor of alteration of Name Clause of MOA and Articles of Association (AOA). The resolution must be in agreement with change of name of the One Person Company.
- Then the application for name change must be submitted in Form No. INC-24 with the Registrar of Companies within 30 days of passing such resolution. The application must be accompanied with a copy of the special resolution along with prescribed fees.
- The Registrar will then deliberate and issue a fresh Certificate of Incorporation in Form No. INC-25. The change in the name of the company will become effective from the date mentioned in the fresh COI.
- After the fresh COI is obtained the company should publish a public notice in an English daily and vernacular newspaper informing the people of the name change.
A name provides a much needed identity to a company. Change of name can take place for a variety of reasons like ownership change, change in management, change in organization structure, rebranding, divestment etc.
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