The document outlines rules for amending the Companies (Incorporation) Rules, 2014 in India. It specifically addresses the process for changing a company's name when it fails to comply with a directive issued under certain sections of the Companies Act, 2013.
-
Rules Amended: The rules are titled "Companies (Incorporation) Fifth Amendment Rules, 2021." They come into force on September 1, 2021.
-
Purpose: The main purpose is to facilitate the incorporation of companies by providing guidelines for changes in company names, particularly when the original name cannot be changed due to non-compliance with directives.
-
Procedure for Non-Compliance: If a company does not change its name within three months of receiving a directive, it becomes legally bound to adopt a new name based on specific criteria, including the date of the directive, the issuing authority, and the company's existing Corporate Identity Number (CIN).
-
Exemption for Pending E-forms: There is an exception for e-forms submitted by companies that are pending for disposal, allowing for a three-month grace period before applying the non-compliance rule.
-
Post-Change Compliance: After changing the name, the company must immediately comply with other relevant sections of the Companies Act, 2013. An additional requirement is to mention a specific statement related to non-compliance in brackets below the company's name whenever the name is printed, affixed, or engraved.
-
Certificate of Incorporation: A new certificate of incorporation (Form INC-11C) is issued reflecting the changed name. This certificate is provided to the company and is mandatory upon the change of name.
-
Annexure: An annexure specifies the insertion of a new form (INC-11C) for the issuance of the certificate of incorporation following a change in the company's name.
This document provides a comprehensive guide for managing changes in company names, ensuring legal compliance and clarity in documentation post-amendment.
