Board Resolution - Name Change of Company
MSMehul Shah
Corporate Law / Company Law
Template Description
This board resolution template facilitates the formal approval process for a company’s name change. It is a 2-page MS Word document. This document is crucial for companies seeking to change their official name, ensuring compliance with the necessary legal procedures under the Companies Act, 2013. It includes provisions for obtaining the requisite approvals from the Ministry of Corporate Affairs, the Central Registration Centre (CRC), and the Registrar of Companies (ROC).
Understanding the Board Resolution for Name Change of the Company
Terminologies:
- Board Resolution: A formal document outlining the decisions taken by the board of directors in a meeting.
- CRC (Central Registration Centre): A centralized government body under the Ministry of Corporate Affairs responsible for processing name change applications.
- ROC (Registrar of Companies): The regional authority responsible for regulating companies and ensuring compliance with the Companies Act, 2013.
Procedure for Name Change:
Convene Board Meeting:
- Schedule and convene a meeting of the board of directors at the registered office of the company.
- Pass a resolution approving the proposed name change, subject to necessary approvals.
Approval of Name Change
- Obtain approval from the company’s members in a general meeting.
- Seek approval from regulatory authorities like the CRC and ROC.
Authorize Representatives
- Empower directors or authorized personnel to handle the application process, submit forms, and communicate with authorities.
- Provide for delegation of these responsibilities to external professionals, such as company secretaries or law firms, if needed.
Name Availability Check
- Apply to the CRC to confirm the availability of the proposed name.
- Propose alternate names if the initially desired name is unavailable.
Filing and Documentation
- Complete and submit necessary e-forms and documentation, including declarations and undertakings.
- Pay applicable fees and submit all required filings to the ROC for final approval.
Conclusion
Changing a company's name requires careful planning and legal formalities. This board resolution ensures that all necessary approvals and authorizations are in place, streamlining the process of name change and compliance with regulatory requirements. Proper documentation is essential to avoid delays and ensure that the company’s new name is legally recognized.