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Regulation 45 of SEBI (LODR) Regulations, 2015:

Change in name of the listed entity.

  • Conditions to be Followed:

a) a time period of at least one year has elapsed from the last name change;

b) 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

c) 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:

Sr. No.List of Documents/ details to be submitted
1Application for Change in Name to the Stock Exchange.
2Certified true copy of the resolution passed at the Board Meeting for Change of name of the Company
3Date of last name change of the Company, if applicable
4Reason for Name Change
5
  • 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 1 year 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.

6

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.

7Confirmation regarding Name availability from ROC
8Request 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.
9Applicable Fees + Applicable Tax

II. Final Approval for Name Change:

Sl. No. List of Documents/ details to be submitted
1Confirmation regarding Name change from ROC
2Certified true copy of the notice convening the AGM/EGM of shareholders where the name change is proposed.
3Certified true copy of the resolution passed at the AGM/EGM for Change in name of the Company
4Fresh Certificate of Incorporation consequent on Change of Name.
5Certified true copy of the Amended Memorandum and Articles of Association of the Company consequent on Change of Name of the Company
6The 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
7A Confirmation that the old share certificates are also good for delivery.

Source:SEBI (LODR) Regulations, 2015 and NSE updates

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