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EGM Resolution for Change of Name of Company
CERTIFIED TRUE COPY OF THE SPECIAL RESOLUTION
Passed at the Extraordinary General Meeting (EGM) of the Members of the Company
________________
CIN: ________________
Registered Office: ________________
CERTIFIED TRUE COPY OF THE SPECIAL RESOLUTION
Passed at the Extraordinary General Meeting (EGM) of the Members of the Company
Date of Meeting: __.__.______
Time: ______ (Hours)
Venue: Registered Office of the Company at ________________
SUBJECT: CHANGE OF NAME OF THE COMPANY
"RESOLVED THAT pursuant to the provisions of Section 13 and Section 14 read with Section 4(4) and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification or amendment thereto or re-enactment thereof for the time being in force) and the Companies (Incorporation) Rules, 2014, and subject to the approval of the Registrar of Companies, Central Registration Centre (CRC), Ministry of Corporate Affairs, or any other authority as may be necessary, the approval of the Members be and is hereby accorded to change the existing name of the Company from:
Existing Name: "________________________"
To
Proposed New Name: "________________________"
or any other name as may be approved by the Central Registration Centre (CRC), Ministry of Corporate Affairs.
RESOLVED FURTHER THAT consequent upon the change of name of the Company, the Memorandum of Association of the Company be and is hereby altered by substituting the existing Clause I (Name Clause) with the following new Clause I:
"Clause I: The name of the Company shall be ________________________ (New Name of the Company)."
RESOLVED FURTHER THAT consequent upon the change of name of the Company, the Articles of Association of the Company be and is hereby altered by substituting all references to the existing name of the Company with the new name as approved:
Existing Name: "________________________"
New Name: "________________________"
RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorised to:
- Make necessary application in Form INC-24 for obtaining approval to the change of name from the Registrar of Companies, Central Registration Centre (CRC);
- Apply for fresh name reservation through RUN (Reserve Unique Name) service, if required;
- File amended Memorandum of Association and Articles of Association with the ROC;
- Obtain fresh Certificate of Incorporation reflecting the new name of the Company;
- Update the company name with all statutory authorities, banks, and other stakeholders;
- Do all such acts, deeds, matters, and things as may be necessary, proper, or expedient to give effect to this resolution."
For ________________
Signature: _________________________
Name:
Designation:
DIN:
Place:
Date:
EGM Resolution for Change of Name of Company
Professional Format Guide under Companies Act, 2013
Introduction
An EGM Resolution for Change of Name of Company is a formal corporate document that records the shareholders' decision to change the existing name of the company to a new name. Under Section 13 of the Companies Act, 2013, changing a company’s name requires approval of the shareholders through a special resolution passed at an Extraordinary General Meeting (EGM) or Annual General Meeting, followed by approval from the Registrar of Companies through the Central Registration Centre (CRC) of the Ministry of Corporate Affairs.
Companies may change their names for reasons such as rebranding, business diversification, merger or acquisition, or to reflect a change in business focus. The EGM resolution specifies the existing company name, proposed new name (subject to CRC approval), and authorises consequential amendments to the Memorandum of Association and Articles of Association. Prior to the EGM, the Board of Directors must pass a board resolution recommending the name change to shareholders.
Benefits of Using a Standard Format
Utilising a professionally drafted EGM resolution format ensures that all statutory requirements under the Companies Act, 2013 and the Companies (Incorporation) Rules, 2014 are properly addressed. A ready-to-use template saves time, reduces the risk of procedural errors, and provides a consistent framework for documenting shareholder approval.
Standardised formats facilitate smoother ROC filings and quicker approvals from the Central Registration Centre (CRC).
Relevance to Corporate Compliance
Change of company name is a significant corporate event affecting the legal identity of the company. After Company Registration, any name change must follow the prescribed procedure including name availability check, board and shareholder approvals, and ROC filings.
Once approved, the company must update its name in all statutory records, bank accounts, GST Registration certificates, and other regulatory registrations. Form INC-24 must be filed with the Registrar of Companies for name change approval.
EGM Resolution for Change of Name of Company – Sample Format
[To be printed on Company Letterhead]
Company Name: _______________________________
CIN: _______________________________
Registered Office: _______________________________
CERTIFIED TRUE COPY OF THE SPECIAL RESOLUTION
Passed at the Extraordinary General Meeting (EGM) of the Members of the Company
Date of Meeting: __.__.______ Time: ______ (Hours)
Venue: Registered Office of the Company at ________________________
Subject: Change of Name of the Company
RESOLVED THAT pursuant to the provisions of Section 13 and Section 14 read with Section 4(4) and other applicable provisions of the Companies Act, 2013 and the Companies (Incorporation) Rules, 2014, and subject to the approval of the Registrar of Companies, Central Registration Centre (CRC), the consent of the Members be and is hereby accorded to change the existing name of the Company from:
Existing Name: "________________________"
To
Proposed New Name: "________________________"
or any other name as may be approved by the Central Registration Centre (CRC), Ministry of Corporate Affairs.
RESOLVED FURTHER THAT upon approval of the name change, the Memorandum of Association of the Company be altered by substituting the existing Clause I (Name Clause) with the following:
"Clause I: The name of the Company shall be ________________________."
RESOLVED FURTHER THAT the Articles of Association of the Company be altered by substituting all references of the existing name with the new name as approved by the Registrar of Companies.
RESOLVED FURTHER THAT the Board of Directors be and are hereby authorised to file Form INC-24, apply for name reservation through RUN service if required, file amended MOA and AOA, obtain a fresh Certificate of Incorporation, and update the company name with all statutory authorities, banks, and stakeholders.
CERTIFIED TRUE COPY
For _______________________________ (Company Name)
Signature: _______________________________
Name: _______________________________
Designation: _______________________________
DIN: _______________________________
Date: _______________________________
Place: _______________________________
Frequently Asked Questions
1. What is the EGM resolution format for changing the name of the company?
It is a special resolution passed by shareholders approving the change of company name, referencing Sections 13 and 14 of the Companies Act, 2013, amendments to MOA and AOA, and authorising filing of Form INC-24 with ROC.
2. How to write an EGM resolution for change of company name?
Include company details, meeting particulars, existing and proposed new name, statutory references, amendments to MOA and AOA, and authorisation to directors for ROC filings and obtaining a fresh Certificate of Incorporation.
3. Is the signature of all directors mandatory?
No. The resolution is passed by shareholders and the certified true copy may be signed by one authorised director or the company secretary.
4. Is professional certification mandatory?
There is no statutory requirement for certification of the resolution itself. However, Form INC-24 may require certification by a practising professional.
5. Should the EGM resolution be on company letterhead?
While not legally mandatory, preparing the resolution on company letterhead is standard practice and recommended for ROC filings and official documentation.