change in the name of private limited company

Hello Sir,

Now as you have said that Form- 1A has been approved . Now you have to file Form - 23 & Form-1B both simultaneously and the attachments for the same are as follows:

1. First File Form -23 along with (Notice & CTC,Special Resolution  Altered Moa,Aoa,Noc from RBi-if its a NBFC)

2. Then Next Step is to file Form-1B- enter Srn of Form-23 atttach along with it -list of directors, shareholding pattern, auditors report for the past 2 years, Minutes of EGM.

Please find format of Notice & ctc for your perusal.

NOTICE

Special Business:

1.       To consider and, if thought fit, to pass with or without modification, the following resolution as an Special Resolution:

2.       RESOLVED THAT pursuant to the provisions of Section 21 and other applicable provisions, if any, of the Companies act 1956, (including any statutory modification or re-enactment thereof for the time being in force) and subject to the approval of the, members at the ensuing Extra –Ordinary General Meeting of the company  and  the approval of the Registrar of Companies  Maharashtra  or any other authority as may be deemed  necessary, the name of the Company be changed  from  Existing- “ABC Pvt Ltd” to New “XYZ Private  Limited “approved name of the company. 

RESOLVED FURTHER THAT  the name of the Company  wherever appearing including the Memorandum and Articles of Association, other related documents, authorities  etc. be substituted / informed  by the new name “XYZ Private  Limited”  upon approval of the same by the Registrar of Companies Maharashtra.

RESOLVED FURTHER THAT the Board of Directors of the Company, be and are hereby authorized jointly or severally, as the case may be, to sign the necessary documents in this regard and to take necessary steps and to do all such acts, deeds and things as may be required to obtain the consent of the Registrar of Companies, Maharashtra, Mumbai and obtain Fresh Certificate of Incorporation consequent on Change of Name of the Company.”

Notes:

1.       A Member Entitled To Attend And Vote At The Meeting Is Entitled To Appoint A Proxy To Attend And Vote Instead Of Himself And A Proxy Need Not Be A Member Of The Company.

2.       Any instrument appointing a proxy or proxies should be deposited at the Registered Office of the Company not less than 48 hours before the commencement of the meeting.

3.       The relevant explanatory statement pursuant to Section 173 (2) of the Companies Act, 1956 is enclosed herewith.

                                                                                          BY ORDER OF THE BOARD OF DIRECTORS OF

                                                                                                                             ABC PVT LTD

MUMBAI                                                                                                                          

Date: ------------------------------

                                                                                                  DIRECTOR

REGISTERED OFFICE

                                                    ANNEXURE TO THE NOTICE

The Company  has received   approval   for  change of name  from its  existing  name  to  XYZ  Private Limited vide Name Approval  Letter  Dated:   ---------------------- issued by  Registrar of   Companies, Maharashtra  Mumbai.

The proposed change of name would however, require approvals by the members of the Company by way of a Special Resolution and the Registrar of Companies, Maharashtra, Mumbai.

The Directors recommend the said resolution for approval of the Shareholders.

None of the Directors of the Company are concerned or interested in the aforesaid resolution.

                                                            BY THE ORDER OF THE BOARD OF DIRECTORS

                                                                                                ABC PVT LTD

                                                                                    DIRECTOR

PLACE: MUMBAI

DATED: ----------------------, 2011

REGISTERED OFFICE

;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;

RESOLVED THAT pursuant to the provisions of Section 21 and other applicable provisions, if any, of the Companies act 1956, (including any statutory modification or re-enactment thereof for the time being in force) and subject to the approval of the, members at the ensuing Extra –Ordinary General Meeting of the company  and  the approval of the Registrar of Companies  Maharashtra  or any other authority as may be deemed  necessary, the name of the Company be changed  from  Existing- “ABC  Pvt Ltd” to New “XYZ  Private  Limited”approved name of the company. 

RESOLVED FURTHER THAT  the name of the Company  wherever appearing including the Memorandum and Articles of Association, other related documents, authorities  etc. be substituted / informed  by the new name “XYZ  Private  Limited”  upon approval of the same by the Registrar of Companies Maharashtra.

RESOLVED FURTHER THAT the Board of Directors of the Company, be and are hereby authorized jointly or severally, as the case may be, to sign the necessary documents in this regard and to take necessary steps and to do all such acts, deeds and things as may be required to obtain the consent of the Registrar of Companies, Maharashtra, Mumbai and obtain  Fresh Certificate of Incorporation consequent on Change of Name of the Company.”

Certified True Copy

FOR XYZ PVT LTD

DIRECTOR  

RESOLVED THAT pursuant to the provisions of Section 21 and other applicable provisions, if any, of the Companies act 1956, (including any statutory modification or re-enactment thereof for the time being in force) and subject to the approval of the Registrar of Companies  Maharashtra  or any other authority as may be deemed  necessary, the name of the Company be changed  from  Existing- “ABC  Pvt Ltd” to New “XYZ  Private  Limited”approved name of the company. 

RESOLVED FURTHER THAT  the name of the Company  wherever appearing including the Memorandum and Articles of Association, other related documents, authorities  etc. be substituted / informed  by the new name “XYZ Private  Limited”  upon approval of the same by the Registrar of Companies Maharastra.

RESOLVED FURTHER THAT the Board of Directors of the Company, be and are hereby authorized jointly or severally, as the case may be, to sign the necessary documents in this regard and to take necessary steps and to do all such acts, deeds and things as may be required to obtain the consent of the Registrar of Companies, Maharashtra, Mumbai and obtain  Fresh Certificate of Incorporation consequent on Change of Name of the Company.”

Certified True Copy

FOR ABC  PVT LTD  

DIRECTOR  

 Regards'

Namrata Pai