Regulation 45 of SEBI (LODR) Regulations, 2015: Change in name of the listed entity.
- Conditions to be Followed:
- a time period of at least one year has elapsed from the last name change;
- at least fifty percent. of the total revenue in the preceding one year period has been accounted for by the new activity suggested by the new name; or
- the amount invested in the new activity/project is atleast fifty percent. of the assets of the listed entity:
- In case listed entity has changed its activities:
if any listed entity has changed its activities which are not reflected in its name, it shall change its name in line with its activities within a period of six months from the change of activities in compliance of provisions as applicable to change of name prescribed under Companies Act, 2013.
- Post satisfaction of above conditions, the listed entity shall file an application for name availability with ROC (Registrar).
Note: The listed entity shall seek approval from Stock Exchange by submitting a certificate from chartered accountant stating compliance with above conditions.
Checklists:
Documents Required to be Submitted to the Exchange:
I. In -principle for Name Change:
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Sr. No.
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List of Documents/ details to be submitted
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1
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Application for Change in Name to the Stock Exchange.
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2
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Certified true copy of the resolution passed at the Board Meeting for Change of
name of the Company
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3
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Date of last name change of the Company, if applicable
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4
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Reason for Name Change
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5
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- Confirmation from Company Secretary of the Company that:
a. A time period of at least one year has elapsed from the last name change.
b. at least 50% of the company's total revenue in the preceding 1year period has been accounted from the new activity suggested by the new name;
OR
c. the amount invested in the new activity/project (Fixed Assets+ Advances+ Work In Progress) is at least 50% of the assets of the company. The ‘Advances’ shall include only those extended to contractors and suppliers towards execution of project, specific to new activity as reflected in the new name.
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6
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Confirmation from the Practicing Chartered Accountants /
Statutory Auditors of the Company that:
a. A time period of at least one year has elapsed from the last name change.
b. at least 50% of the company's total revenue in the preceding 1year period has been accounted from the new activity suggested by the new name.
OR
c. the amount invested in the new activity/project (Fixed Assets+ Advances+Work In Progress) is at least 50% of the assets of the company. The ‘Advances’
shall include only those extended to contractors and suppliers towards execution of project, specific to new activity as reflected in the new name.
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7
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Confirmation regarding Name availability from ROC
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8
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Request for symbol change from the existing one to a new symbol, if any,
decided by the Company. The new symbol should not exceed 10 characters.
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9
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Applicable Fees + Applicable Tax
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II. Final Approval for Name Change:
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Sl. No.
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List of Documents/ details to be submitted
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1
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Confirmation regarding Name change from ROC
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2
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Certified true copy of the notice convening the AGM/EGM of shareholders where the
name change is proposed.
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3
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Certified true copy of the resolution passed at the AGM/EGM for Change in
name of the Company
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4
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Fresh Certificate of Incorporation consequent on Change of Name.
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5
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Certified true copy of the Amended Memorandum and Articles of Association of the
Company consequent on Change of Name of the Company
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6
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The procedure by which the name change has been effected in the share certificates
i.e. any of the following:
- Issue of new share certificates
- Affixation of stickers on the existing share certificates - With Samples of the same
- Rubber- stamping on the existing share certificates
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| 7. |
A Confirmation that the old share certificates are also good for delivery.
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