Board Resolutions

Company Name Change

Standard format — adapt the highlighted details to your company, and have a professional review it before use.

Customize for my company

CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF XYZ PRIVATE LIMITED HELD AT THE REGISTERED OFFICE OF THE COMPANY AT ABC, New Delhi-110001 ON [DAY] OF [MONTH] [YEAR] AT [TIME]

“RESOLVED THAT subject to the approval of the Central Government and shareholders of the Company, the name of the Company be and is hereby changed from [Old Company Name] to [New Company Name] or some other name as maybe made available by the Registrar of Companies and agreed upon by the Board of Directors of the Company.

RESOLVED FURTHER that [Name], Director of the Company be and is hereby authorised to make necessary application for obtaining approval to the change of name accordingly to the Registrar of Companies, [State] and to do all such acts and things as may be deemed necessary in this regard.

RESOLVED FURTHER that an Extraordinary General Meeting of the Company be convened on [Date] at [Time], at the registered office of the Company at [Registered Office Company] for obtaining the consent of the shareholders to the said change of name.

RESOLVED FURTHER that the draft notice for convening the Extraordinary General Meeting on [Date of EGM] as placed before the Board Meeting be and is hereby approved.

RESOLVED FURTHER that the said [Director], be and is hereby authorised to sign the said notice for and on behalf of the Board of Directors of the Company.

RESOLVED FURTHER that the said [Director], be and is hereby authorised to send the notice of the meeting to all the Members of the Company and the persons entitled to the notice.

Certified True Copy
For XYZ Private Limited

Name: ABC
Designation: (Director)
Din: - 01234567
Address: XYZ, New Delhi [PIN]

This template is a starting point, not legal advice. Adapt it to your situation — and for anything high-stakes, get a professional review before you sign or send it.

Understanding this document

What is company name change?

Changing a company's name needs a board resolution, a special resolution of shareholders, ROC approval (RUN), and a fresh certificate of incorporation. The company keeps its CIN and its history — only the name changes, but every contract, bank account, and licence must be updated after.

When do you need it?

Rebranding, post-acquisition alignment, or shedding a name that no longer fits. Get name availability through RUN first — passing resolutions for a name the ROC rejects wastes a board cycle.

Common mistakes to avoid

Passing resolutions before confirming name availability on RUN.
Forgetting that contracts, GST, PAN, bank accounts, and trademarks all need updating after the new certificate arrives.
Using the new name on invoices before the fresh certificate is issued.

Need it tailored to your company?

Templates cover the standard cases. If your situation has complications — multiple parties, unusual terms, regulatory scrutiny — get it drafted properly. Our CAs, CSs and lawyers do this every day.

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