Amended and updated notes on section 16 of Companies Act 2013. Detail discussion on provisions and rules related to rectification of name of company.
Chapter II (Sections 3–22) of the Companies Act, 2013 (CA 2013) deals with the provisions related to incorporation of company and matters incidental thereto. Section 16 of CA 2013 provides for rectification of name of company.
Recently, we have discussed in detail section 15 (Alteration of memorandum or articles to be noted in every copy) of CA 2013. Today, we learn the provisions of section 16 of Companies Act 2013 as amended by the Companies (Amendment) Act, 2020. Read with the Companies (Incorporation) Rules, 2014 as amended by the Companies (Incorporation) Fifth Amendment Rules, 2021.
Section 16 of the Companies Act, 2013 has been notified by the Ministry of Corporate Affairs (MCA) vide Notification No. S.O. 902(E) issued dated 27.03.2014. This notification was come into force from 1st April, 2014 i.e. the commencement date of section 16 is 1-4-2014.
| Name of Act | The Companies Act 2013 |
|---|---|
| Enacted by | Parliament of India |
| Administered by | Ministry of Corporate Affairs (MCA) |
| Number of Chapters | 29 |
| Number of Sections | 484 (470-43+57) |
| Number of Schedules | 7 |
| You are reading: | |
| Chapter No. | II |
| Chapter Name | Incorporation of Company and matters incidental thereto |
| Section No. | 16 |
| Section Name | Rectification of name of company |
| Monthly Updated Edition | Company Law PDF |
Section 16 of Companies Act 2013: Rectification of name of company
[Section 16 shall come into force on 1st April, 2014 vide Notification No. S.O. 902(E) issued dated 27.03.2014.]
Section 16(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, —
- (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;
- (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, 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 period of three months from the issue of such direction, after adopting an ordinary resolution for the purpose.
Clause (b) of sub-section (1) of section 16 was amended (substituted for the words period of six months) w.e.f. 1st September, 2021 by the Companies (Amendment) Act, 2020 vide Notification No. S.O. 2904(E) issued dated 22.07.2021]
Section 16(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.
Section 16(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:
Provided that nothing in this sub-section shall prevent a company from subsequently changing its name in accordance with the provisions of section 13.
[Sub-section (3) of section 16 was substituted w.e.f. 1st September, 2021 by the Companies (Amendment) Act, 2020 vide Notification No. S.O. 2904(E) issued dated 22.07.2021.]