Section 16: Rectification of name of company
This section is for rectifying the name of a company if it was registered with a name that is too similar to an existing company's name or a registered trade mark.
The section, clause by clause
What the section says
In plain terms
(1)If, through inadvertence or otherwise, a company on its first registration or on its registration by a new name, is registered by a name which,—
If a company is registered with a name that is identical to or too nearly resembles an existing company's name or a registered trade mark, the Central Government may direct the company to change its name within 3 months after the company passes an ordinary resolution to do so.
(1)(a)in the opinion of the Central Government, is identical with or too nearly resembles the name by which a company in existence had been previously registered, whether under this Act or any previous company law, it may direct the company to change its name and the company shall change its name or new name, as the case may be, within a period of three months from the issue of such direction, after adopting an ordinary resolution for the purpose;
(1)(b)on an application by a registered proprietor of a trade mark that the name is identical with or too nearly resembles to a registered trade mark of such proprietor under the Trade Marks Act, 1999 (47 of 1999), made to the Central Government within three years of incorporation or registration or change of name of the company, whether under this Act or any previous company law, in the opinion of the Central Government, is identical with or too nearly resembles to an existing trade mark, it may direct the company to change its name and the company shall change its name or new name, as the case may be, within a 3[period of three months] from the issue of such direction, after adopting an ordinary resolution for the purpose.
(2)Where a company changes its name or obtains a new name under sub-section (1), it shall within a period of fifteen days from the date of such change, give notice of the change to the Registrar along with the order of the Central Government, who shall carry out necessary changes in the certificate of incorporation and the memorandum.
When a company changes its name, it must notify the Registrar within 15 days and provide the Central Government's order, so the Registrar can update the company's certificate of incorporation and memorandum.
(3)If a company is in default in complying with any direction given under sub-section (1), the Central Government shall allot a new name to the company in such manner as may be prescribed and the Registrar shall enter the new name in the register of companies in place of the old name and issue a fresh certificate of incorporation with the new name, which the company shall use thereafter:
provisoProvided that nothing in this sub-section shall prevent a company from subsequently changing its name in accordance with the provisions of section 13.]
The right-hand column is written from the section text, not quoted from it, and it has no legal force. Where the two differ, the left-hand column is the law.
Amendment notes
- 1. Subs. by Act 22 of 2019, s. 5, for the Proviso (w.e.f. 2-11-2018).
- 2. Subs. by s. 5, ibid., for “Tribunal” (w.e.f. 2-11-2018).
- 3. Subs. by Act 29 of 2020, s. 4, for “period of six months” (w.e.f.1-9-2021).
- 4. Subs. by s. 4, ibid., for sub-section (3) (w.e.f. 1-9-2021).
This section refers to
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Reproduced from the official India Code print for reference. Check the current text on India Code before you rely on it, and read the section alongside its Rules. Nothing here is legal advice.