RECTIFICATION OF NAME OF COMPANY
March 30th, 2023

The Central Government shall ask to rectify the name of a company in the following two circumstances:

The name of the company is identical with or too nearly resembles the name of another previously registered company.  The Central Government shall take action suo moto or on the application of aggrieved company.  There is no time frame for   central government to take action for rectification of name of the company on the grounds of  similarity.

(1) On an application by a registered proprietor of a trade mark that the name is identical with or too nearly resembles to a registered trade mark of such proprietor under the Trade Marks Act, 1999.

(2) The registered proprietor of a trade mark  shall give application to the central government within three years of incorporation or registration or change of name of the company.

‘Central Government’ means Regional Director , Ministry of  Corporate Affairs ( MCA).

What is the procedure to rectify the name of the company?

(i) On getting the direction of Regional Director, apply for new company name  &

(ii) Hold shareholders meeting  to adopt the new name by passing ordinary resolution within a period of three months from the issue of such direction  and

(iii) give notice of the change to the Registrar along with the order of the #Central Government, within a period of fifteen days from the date of such change,, who shall carry out necessary changes in the certificate of incorporation and the memorandum.

Can Registrar of companies order for rectification of name of the Company?

No.  The Registrar of Companies can only advise such a company to take up the matter before the Regional Director , MCA, for change of name and report compliance in the matter to the RoC office.

If Registrar of Companies advise to rectify company name , the company , without waiting for the direction of the Regional Director, adopt a new name by passing special resolution.

If a company is in default in complying with  the  direction of the Regional Director , it the Central shall allot a new name to the company in such manner as may be prescribed and the Registrar shall enter the new name in the register of companies in place of the old name and issue a fresh certificate of incorporation with the new name, which the company shall use thereafter.

( Hight Court is the approriate forum for the  person agrived by the order of the Regional Director) 

 

Refer: Section 16 of the Companies Act 2013