To change in name clause of company

To change the name clause of a company in India, first reserve the new name through the MCA V3 RUN service, then pass a Board Resolution and a Special Resolution at an Extraordinary General Meeting. File Form MGT-14 within 30 days, followed by Form INC-24 for Central Government approval. Once approved, the Registrar of Companies issues a fresh Certificate of Incorporation, after which PAN, GST, bank, and statutory records must be updated.

Mayank Wadhera

Published: 25 Dec 2022

Updated: 16 May 2026

4 min read

A company's name clause sits in Clause I of its Memorandum of Association and any change to it — whether a complete rename, rebranding, or correction — requires a structured process under Sections 13 and 4 of the Companies Act, 2013. In 2026, with the MCA V3 portal fully live, the entire name change journey is digital, but the legal sequence and stakeholder consents have not been diluted.

Reasons companies change their name clause

Rebranding after a strategic pivot, merger, or change in promoter.
Conversion of status — e.g., from Private Limited to Public Limited, or vice versa.
Compliance with a direction from the Central Government under Section 16 when a name is too similar to an existing trademark.
Removal of the word 'Private' on conversion, or change to align with a new line of business.

Step 1: Check name availability through RUN

File the 'Reserve Unique Name' (RUN) service on the MCA V3 portal. You can propose up to two names, in order of preference. The MCA checks the names against existing companies, LLPs, and registered trademarks. A reservation fee of ₹1,000 applies. Once approved, the name is reserved for 60 days (extendable). Ensure the proposed name does not violate the Companies (Incorporation) Rules, 2014, or the Emblems and Names (Prevention of Improper Use) Act, 1950.

Step 2: Convene a Board Meeting

The Board passes a resolution approving the change, authorising the calling of an Extraordinary General Meeting (EGM), and authorising a director or company secretary to sign and file forms. Minutes must be circulated and confirmed in the next Board meeting.

Step 3: Pass a Special Resolution at EGM

Members must pass a Special Resolution (75% majority) approving the change in name. The notice of EGM, with the explanatory statement under Section 102, must be sent at least 21 clear days in advance. The resolution is filed in Form MGT-14 with the Registrar of Companies within 30 days of passing.

Step 4: File Form INC-24 with the Central Government

Form INC-24 is the application seeking Central Government approval (powers delegated to the Regional Director, and in routine cases to the RoC) for the name change. Documents to attach include: certified copies of the Board and Special Resolutions, altered MoA and AoA, minutes of the EGM, and the RUN approval letter. The prescribed fee is based on authorised share capital.

Step 5: Fresh Certificate of Incorporation

Once INC-24 is approved, the RoC issues a fresh Certificate of Incorporation reflecting the new name. The change is effective from the date of this certificate, not the date of the Special Resolution. The company must update its PAN, TAN, GSTIN, bank accounts, statutory registers, letterheads, common seal (if any), website, and all licences within a reasonable period.

Important post-change compliances

Update the name on PAN within 15 days via the NSDL or UTIITSL portal.
Apply for GST amendment in Form REG-14 within 15 days.
Inform banks, lenders, and counterparties to update KYC records.
Use both old and new names on documents for at least two years from the date of change, as required by Section 12(3).

Common reasons name change applications get rejected

RoC rejection of INC-24 typically falls into a few buckets: name too similar to an existing company, name resembles a registered trademark, name does not reflect the main objects of the company, missing or improperly notarised attachments, or non-payment of correct fees based on authorised capital. Trademark-similarity is the single largest reason — before the RUN application, run a free search on the IP India portal in addition to MCA's. If your business involves financial services, the words 'Bank', 'NBFC', 'Insurance', 'Mutual Fund' need prior approval from RBI/SEBI/IRDAI. Words like 'National', 'Federal', 'Republic' need Central Government sanction. Avoid generic adjectives like 'Premium', 'Best', 'Number 1' as they may be objected to. If your new name uses a foreign language or coined word, attach an etymology note. A well-prepared RUN with two strong, distinctive alternatives — supported by a no-objection from related companies if any — clears at first attempt nine times out of ten.

Conclusion

Changing the name clause is a multi-step exercise that touches the MoA, statutory filings, and every external record bearing the company's identity. Done correctly through MCA V3 — RUN, MGT-14, INC-24, fresh COI — the entire process typically takes 30 to 45 working days. Plan the rebrand communications only after the fresh COI is in hand.

Frequently Asked Questions

Which sections govern change in name clause of a company?

Sections 4(1)(a) and 13(2) of the Companies Act, 2013 govern the name clause and its alteration. Section 13 requires a Special Resolution and Central Government approval. The procedural rules are contained in Rule 29 of the Companies (Incorporation) Rules, 2014.

How long does a company name change take in 2026?

Through the MCA V3 portal, a typical name change takes 30 to 45 working days end to end — RUN approval (3-5 days), EGM and MGT-14 filing (25 days), and INC-24 approval (10-15 days). Delays usually arise from trademark objections or document deficiencies.

Is a fresh PAN issued after a company changes its name?

No, the PAN number does not change. Only the name on the PAN record is updated. The company must file a PAN correction request with NSDL or UTIITSL within 15 days of receiving the fresh Certificate of Incorporation, attaching the new COI as proof.

Can a company use its old name after the name change?

For two years from the date of change, the company must mention its former name alongside the new name on all letterheads, invoices, contracts, and notices, as required by Section 12(3) of the Companies Act, 2013. After two years, only the new name is mandatory.