Service brief · Event-based filing · Pvt Ltd

Change your companyname.

From the new-name reservation to the fresh Certificate of Incorporation. The board resolution, the special resolution, and the MGT-14 and INC-24 filings drafted, filed, and certified by a Practising Company Secretary — with the similarity and trademark check run before the first filing, so first-attempt approval is the norm.

I.
Part One

How the name change works

From name reservation to fresh Certificate of Incorporation.

The filing

Five steps from RUN to fresh certificate

Changing a company's name is a five-step procedure under Section 13 of the Companies Act, 2013. The name itself is part of the Memorandum of Association, and every change to the Memorandum needs shareholder approval — not just a board decision.

What each filing actually does

  • RUN (Reserve Unique Name)
    Reserves the new name. Two name choices can be submitted in priority order. Names are checked against the Ministry's master data and the trademark register. Reservation is valid for 20 days from approval.
  • Special resolution at a general meeting
    The shareholders approve the change by a 75% majority of votes cast. The resolution amends the name clause in the Memorandum and Articles.
  • MGT-14
    Files the special resolution with the Registrar within 30 days of the meeting. Comes with the signed minutes, the explanatory statement, and the updated Memorandum.
  • INC-24
    The application to the Central Government for approval of the name change itself. The Government takes 15–25 days to examine and approve.
  • INC-25 — fresh Certificate of Incorporation
    Once INC-24 is approved, a new Certificate of Incorporation is issued pursuant to the change of name. The CIN stays the same; only the name changes.
What the Registrar will and won't accept

The Ministry's naming rules

The Companies (Incorporation) Rules, 2014 set out what makes a proposed name acceptable. The same rules that apply to a brand-new incorporation apply to a name change. Roughly half of all RUN rejections come from the same handful of triggers.

  1. i.

    Not too similar to an existing name

    The proposed name cannot be 'too nearly resembling' an existing company or LLP name. The Ministry has a structured similarity test (described in Part Two below) that strips out plurals, spelling variations, dotted prefixes, and matches the remaining root word against the master data.

  2. ii.

    Not identical or deceptively similar to a registered trademark

    If a trademark already covers the proposed name in any class — held by you or by someone else — the Registrar will block the reservation unless you produce a no-objection from the trademark holder. Most rejections at this stage are because the founder didn't run a trademark check before applying.

  3. iii.

    Not undesirable in the Government's opinion

    Names suggesting state patronage ('National', 'Federal'), names of public-sector bodies, names containing 'Bank', 'Insurance', 'Stock Exchange', 'Chamber of Commerce', 'Authority', 'University', or 'Council' need separate regulatory approval and are rejected without it.

  4. iv.

    Reflects the principal business

    If the company name suggests one line of business but the objects clause in the Memorandum is for something else, the Registrar pushes back. Either the name has to change or the Memorandum has to be amended at the same filing to align the objects.

  5. v.

    Not used by a company struck off in the past two years

    Names of recently struck-off companies are locked for two years from the strike-off date. After that, they're available again.

  6. vi.

    Suffix matches the company type

    A Private Limited's new name must end with 'Private Limited' (or 'Pvt Ltd'). A Public Limited's must end with 'Limited'. An OPC's with '(OPC) Private Limited'. These are non-negotiable.

From your side

Documents you will need to send

For the name reservation

  • Two proposed names in your order of preference
  • The reason for the change (used in the RUN application and the special resolution explanatory statement)
  • Trademark no-objection, if the proposed name overlaps any existing registered mark

For the company

  • Current Certificate of Incorporation, Memorandum and Articles — on file if the company was incorporated through us
  • List of shareholders with their email addresses, used for the meeting notice
  • Digital signatures (DSCs) of the directors signing the filings — we'll let you know if a renewal is needed

Drafted on your behalf

The legal documents themselves are prepared by us as part of the engagement. You only sign.

  • Board resolution authorising the name change
  • Notice of general meeting, with the explanatory statement
  • Special resolution and minutes of the general meeting
  • Updated Memorandum and Articles with the new name
  • Forms MGT-14 and INC-24
Step by step

Done within 14 to 21 working days

Most name changes complete within three working weeks. The biggest variable is the Central Government's review of INC-24, which can take anywhere from a week to 25 days.

  1. Days 1–2

    Briefing, similarity check, engagement

    The proposed names are run through the Ministry's master data and the trademark register. The reason for the change is scoped. The document checklist arrives the same day.

  2. Days 2–4

    RUN application filed

    Two proposed names are filed on the RUN portal in priority order. The Ministry usually approves one within 2–3 working days. The reservation holds the name for 20 days.

  3. Days 4–6

    Board resolution and general meeting notice

    The board resolution authorising the change is drafted and circulated. The general-meeting notice with the explanatory statement is sent to shareholders. 21 clear days' notice is required (shorter notice is possible with full shareholder consent).

  4. Days 6–7

    Special resolution passed

    The shareholders pass the special resolution at the general meeting (or by written consent, where consent of 100% of voting shareholders is obtained).

  5. Days 7–10

    MGT-14 and INC-24 filed

    MGT-14 is filed within 30 days of the resolution; INC-24 is filed alongside it. Both are signed by a Practising Company Secretary and submitted with the updated Memorandum.

  6. Days 10–21

    Government approval and fresh certificate

    The Central Government reviews INC-24 — typically 7–15 days, sometimes longer. Once approved, the fresh Certificate of Incorporation (INC-25) is issued in the new name. The CIN stays the same; only the name changes.

What it costs

Our fee

Professional fee

₹10,000flat for a standard name change.

Government fees are extra and shown transparently in the online form before any payment is taken.

  • RUN application — two name choices₹1,000
  • MGT-14 filing fee₹300–600
  • INC-24 filing fee₹2,000–10,000
  • Additional RUN attempts, if first two names are rejected₹1,000 each
After the new certificate

What needs to be updated next

The fresh Certificate of Incorporation is the legal endpoint of the change — but only the start of the operational handover. Several downstream updates have to follow within tight windows.

  • PAN and TAN — auto-updated

    The Income Tax Department picks up the name change from the Ministry's master data feed. Updated PAN and TAN cards are issued automatically; you don't need to apply. The PAN number itself doesn't change.

  • Bank account — application required

    The company's bank needs the fresh Certificate of Incorporation, the board resolution, and updated Memorandum to update the account name. The account number stays the same. Cheque books need to be re-issued. Most banks take 7–14 days.

  • GST registration — separate filing

    The GST portal needs a fresh Form REG-14 application to update the legal name. GSTIN stays the same. The update is approved within a week. The new name must appear on all invoices issued from the date of the new certificate.

  • Other registrations — case by case

    Employee provident fund (EPFO), employee state insurance (ESIC), import-export code (IEC), professional tax, Shop & Establishment, MSME — each needs its own update through its own portal. We coordinate these on request as add-on filings to the same engagement.

  • Contracts, letterheads, signage, branding

    The company is the same legal person, so existing contracts remain valid in the new name. But suppliers and customers usually expect a formal intimation letter, fresh purchase-order templates, updated bills, and updated branding. This is the operational work outside the legal filing.

II.
Part Two

The strategic side

Whether to rename, what to rename to, and what the change really costs — read at your pace.

Knowing whether it's worth it

When a name change is worth doing

A company name carries weight far beyond the filing — contracts, brand equity, supplier credit history, search-engine presence, and customer recognition all depend on it. So the decision to rename is rarely just a legal one.

i.

The current name no longer describes the business

A pivot in product, geography, or customer segment that makes the original name stale or misleading. This is the most common reason — the original name was chosen at incorporation, before the actual business was discovered.

ii.

The current name conflicts with an existing brand

A trademark holder has objected, or the company is preparing for a market or geography where the current name is taken. Resolving the conflict on the back foot is more expensive than a proactive change.

iii.

A funding round or acquisition expects it

Investors sometimes require a name change as a condition of the term sheet — usually when the current name is tied to a previous business model or to a founder who's exiting. The change is often paired with a fresh Memorandum amendment.

iv.

The company is consolidating multiple lines

Two related companies are being combined, a holding company is taking on the operating name, or a subsidiary is being moved up to be the primary brand. Renaming aligns the legal structure with how customers see the business.

What gets rejected and why

The Ministry's similarity test

Most RUN rejections come from one rule: the proposed name is ‘too nearly resembling’ an existing company or LLP name on the Ministry's master data. The test is more mechanical than people expect.

What the Ministry strips out before comparing

  1. i.

    Plurals and tense variations

    'Bakers' and 'Baker' are treated as the same name. 'Running' and 'Run' are treated as the same.

  2. ii.

    Spelling variations

    'Color' and 'Colour' are treated as the same. 'Tek' and 'Tech' are treated as the same. Slang substitutions of letters ('z' for 's', 'k' for 'c') do not create distinction.

  3. iii.

    Common business words

    Words like 'Solutions', 'Services', 'Technology', 'Enterprises', 'Group', 'Ventures' are treated as filler and stripped before comparison. 'Apex Solutions' and 'Apex Services' are treated as the same.

  4. iv.

    Geographic prefixes and suffixes

    'Indian', 'India', 'Asia', 'Global', city names — stripped before comparison. 'Mumbai Apex' and 'Apex Mumbai' are both treated as 'Apex'.

  5. v.

    Articles and connectors

    'The', 'And', '&', 'For' — ignored. Spacing, hyphens, and dots between words — ignored. 'A&B Tech' and 'A B Technology' are the same.

  6. vi.

    The legal suffix

    'Private Limited', 'LLP', 'Limited', '(OPC)' — never part of the comparison.

After the strip-out, the Ministry compares the remaining core name. If the core is identical or sounds too close to an existing name, the application is rejected — even if the two names look quite different on paper. A concrete example: ‘Mumbai Pluto Tech Solutions’ and ‘Pluto Ventures India’ both get reduced to ‘Pluto’ before comparison, so both will collide with any existing company or LLP whose core is ‘Pluto’ — even if neither exact name exists.

Two registers, one risk

Trademark vs corporate name

The Ministry's name register and the trademark register are two separate systems. A name that's available at the Ministry can still infringe a trademark that someone else holds — and using it can expose the company to a trademark infringement suit even though the Ministry approved the reservation.

Ministry's name register

Lists every company and LLP name currently registered or recently struck off. The Ministry's check is mechanical and limited to this register.

Trademark register

Lists every trademark filed or registered with the Trade Marks Registry, across 45 product/service classes. A name registered as a trademark in your line of business by a third party can block your use of it commercially, even if the Ministry hasn't blocked it on paper.

Risk of using a name with a trademark conflict

The trademark holder can issue a cease-and-desist, file an opposition, or sue for infringement. Damages and an injunction are both possible, and forced rebranding mid-business is far more expensive than getting the choice right at the start.

Our standard pre-filing check

Before any RUN application, we run a trademark availability check across the classes most relevant to your business. If a conflict is found, we either propose alternative names or recommend filing a defensive trademark of your own alongside the company name reservation.

What stays and what changes

The downstream of a name change

A name change is sometimes pitched as ‘just a filing’. It is mechanically simple, but the downstream updates can take weeks if not managed. The table below sets out what rolls over automatically and what needs separate action.

ItemAutomatic with the change?Action needed
CIN (corporate identity number)Yes — stays the sameNone
PAN and TANNumbers stay the same; new cards auto-issuedNone
Memorandum and ArticlesUpdated as part of the filingNone
Existing contracts and agreementsStay valid in the new nameSend formal intimation; counter-parties may require an addendum
Bank accountAccount number stays; name update needs a bank applicationSubmit certified copy of new certificate, board resolution, updated MoA
GST registrationGSTIN stays; legal name needs separate updateFile Form REG-14 on the GST portal within 15 days
Provident fund (EPFO) and state insurance (ESIC)No — separate update on each portalUpdate employer name on each portal
Import-export code, MSME, Shop Act, professional taxNo — separate update on each portalFile the name-change application on each portal
Letterheads, invoices, signage, websiteNo — operational changeReplace all materials with the new name from the date of the new certificate
Customer-facing brandingNo — communication exerciseSend a customer intimation; update marketing materials

The Ministry-side update is what we do. The bank, GST, EPFO, and other downstream filings can be bundled as add-ons; we'll quote them as a package once the new certificate is in hand.

The hidden cost

What a rebrand actually costs

The filing itself is the cheapest part of a name change. The real spend is on the operational rollover — updating every customer touchpoint, supplier record, marketing asset, and contract. For a working business, this typically dwarfs the filing fee. The categories most often underestimated:

i.

Brand and creative

New logo, brand guidelines, website redesign, social media handles, photography updates. ₹50,000–2 lakh for a small business; ₹5–20 lakh for one with active marketing.

ii.

Print and signage

Letterheads, business cards, brochures, office and store signage, vehicle livery, packaging, uniforms. Varies sharply by physical footprint.

iii.

Digital migration

Domain name, website redirects to preserve search rankings, email migration, app-store listings, payment-gateway updates, ad-platform account renames.

iv.

Customer and partner notifications

Customer intimation, supplier and bank notifications, partner agreements re-papered, employment letters re-issued. Mostly internal time — but real time.

  1. i.

    Fill the online form

    Save and resume anytime. No pressure to finish in one sitting.

  2. ii.

    Review the scope and fee

    The exact all-in fee, the timeline, and what's included appear together before any payment.

  3. iii.

    Filing begins

    Your dashboard tracks every step. Every form is signed and certified by a Practising Company Secretary.