SEBI Checklist for name Change of the Listed Entity Under SEBI (LODR), 2015.

Checklist for name Change of the :isted Entity under Regulation 45 of SEBI (LODR) Regulations, 2015 including conditions and pre and post checklists for reference.

Checklist for name Change of the Listed Entity Under SEBI (LODR), 2015.

  • 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

1

Application for Change in Name to the Stock Exchange.

2

Certified true copy of the resolution passed at the Board Meeting for Change of name of the Company

3

Date of last name change of the Company, if applicable

4

Reason 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 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.

 

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.

7

Confirmation regarding Name availability from ROC

8

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

9

Applicable Fees + Applicable Tax

 

II. Final Approval for Name Change:

 

Sl. No.

List of Documents/ details to be submitted

1

Confirmation regarding Name change from ROC

 

2

Certified true copy of the notice convening the AGM/EGM of shareholders where the name change is proposed.

3

Certified true copy of the resolution passed at the AGM/EGM for Change in name of the Company

4

Fresh Certificate of Incorporation consequent on Change of Name.

5

Certified true copy of the Amended Memorandum and Articles of Association of the Company consequent on Change of Name of the Company

6

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

7

A Confirmation that the old share certificates are also good for delivery.

Source: 

  • SEBI (LODR) Regulations, 2015
  • NSE updates

Disclaimer:

IN NO EVENT THE AUTHOR SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR INCIDENTAL DAMAGE RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS INFORMATION.

THIS HAS BEN SHARED FOR KNOWLEDGE PURPOSES ONLY.

 

 

 

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