Change in Object Clause and Name Clause

By Ravi Sisodia · Reviewed by CA Divyanshu Sengar · Updated 5 October 2026

Finin2min 2-Minute Summary

• Changing a company’s object clause and changing its name are separate corporate actions even when both are approved at the same general meeting.
• Section 13 governs alteration of the memorandum; name change generally also requires Central Government approval and MCA filing steps, while alteration resolutions are filed with the Registrar.
• The company should not start using the new legal name merely because shareholders passed the resolution; effectiveness depends on the statutory process and fresh certificate.

Map the two changes separately

An object-clause alteration changes what the memorandum states about the company’s objects. A name change alters the corporate name and affects stationery, contracts, registrations and public records. Both can involve a special resolution, but the forms, approvals and effective point are not identical. Prepare two filing tracks even if one notice to shareholders covers both matters.

Object-clause track

Section 13 permits alteration of the memorandum by special resolution, subject to the procedures in that section. The resolution and altered memorandum should be filed with the Registrar through the applicable MCA form. MCA’s MGT-14 instruction material states that specified resolutions and agreements are filed under section 117 and ordinarily within 30 days. The explanatory statement should clearly tell members why the objects are changing and how the proposed business fits the alteration.

Name-change track

Section 13(2) states that a change of company name generally does not take effect without written approval of the Central Government, subject to the statutory exception for addition/deletion of “Private” on class conversion. MCA’s INC-24 instruction kit also notes filing under rule 29 and that a fresh certificate of incorporation follows the approved change. Rule 29 restricts name change where specified filing or repayment defaults exist, so the compliance status should be checked before the application.

Sequence example

A private company called Alpha Foods Private Limited wants to enter renewable-energy consulting and become Alpha Green Advisory Private Limited. The board first approves the proposal and meeting notice. Shareholders pass the special resolutions. The company files the memorandum alteration and resolution through the applicable MCA filing, completes the name-change approval process, and waits for the fresh certificate before presenting the new name as its legal corporate identity. GST, bank, licences and contracts are then aligned to the certificate.

Post-approval control list

Update the memorandum, statutory registers, letterheads, invoices, website, bank accounts, GST and tax registrations, licences, contracts and signboards as applicable. Preserve the old-to-new name trail for customers and counterparties. For an object change, also review whether sectoral approvals, lender consent or shareholder agreements restrict the new activity.

Questions readers commonly ask

Official sources

• Companies Act, 2013 - India Code
• Instruction Kit for Form MGT-14 - Ministry of Corporate Affairs
• Instruction Kit for eForm INC-24 - Ministry of Corporate Affairs

Educational information only. Tax, legal, insolvency, securities, FEMA and banking outcomes depend on the governing instrument and facts; obtain professional advice for material or disputed matters.

Disclaimer

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