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2019 (11) TMI 1132 - HC - Companies LawRejection of request of changing the old name of the company over the property owned by him - rectification of name of company - alteration of memorandum - HELD THAT - Sub-section (2) of Section 16 of the Companies Act, 2013 clearly provides 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 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. Since all the formalities have been completed we find that there is no reason for the respondents not to permit the petitioner to change the name of the company in the record from Shaz Investments Private Limited to Shaz Housing Private Limited. The respondent nos. 3 and 4 are directed to reconsider the application of the petitioner for changing the name of the company in the record from Shaz Investments Private Limited to Shaz Housing Private Limited - petition allowed.
Issues:
1. Challenge to the validity of the order rejecting the request for changing the old name of the company over the property owned by the petitioner. 2. Interpretation of Sections 21 and 23 of the Companies Act, 1956, read with Sections 13 and 16 of the Companies Act, 2013. 3. Compliance with the provisions for changing the name of a company under the Companies Act. 4. Quashing of the impugned order and directing reconsideration of the application for name change. Analysis: The petitioner filed a writ petition challenging the order dated 29.8.2019, where the request to change the old name of the company over the property owned by him was rejected by respondent no.3. The petitioner's company, initially registered as Shaz Investment Private Limited, decided to change its name to Shaz Housing Pvt. Ltd. to enhance business prospects and corporate reputation. The company completed all formalities under Sections 21 and 23 of the Companies Act, 1956, and successfully changed its name to Shaz Housing Pvt. Ltd. on 30.10.2002, as per the provisions of the Act. The petitioner argued that respondent no.3's order did not consider the relevant provisions of the Companies Act, particularly Sections 13 and 16 of the Companies Act, 2013. Section 13 allows a company to alter its memorandum by special resolution, subject to approval for changing the name from the Central Government. Section 16 deals with the rectification of a company's name due to various reasons specified in the Act. The petitioner contended that the order was unwarranted and misconceived, as the company had duly followed all legal requirements for the name change. The court noted that the petitioner had obtained approval for the name change from the Registrar of Companies on 30.10.2002. Given that all necessary formalities were completed, the court found no valid reason for the respondents to deny the request for changing the company's name in the records. Consequently, the court quashed the order dated 29.8.2019 and directed respondent nos. 3 and 4 to reconsider the petitioner's application for changing the name of the company from Shaz Investments Private Limited to Shaz Housing Private Limited. The respondents were instructed to make a decision within six weeks from the date of receiving a certified copy of the court's order. In conclusion, the writ petition was allowed, and the court's decision favored the petitioner's request for the name change, emphasizing the importance of adhering to the statutory requirements under the Companies Act for such alterations.
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