Form INC-24 is the application a company files with the ROC — acting under Central Government powers delegated to it — asking for approval of a name change under section 13(2) of the Companies Act 2013, after the special resolution has already been passed and filed as MGT-14. It is not the first step in a name change and it is not the last: RUN reserves the new name and the special resolution authorises it, but the name only becomes legally effective once the ROC approves INC-24 and issues a fresh Certificate of Incorporation in Form INC-25.
Most of what goes wrong with INC-24 happens before it is even filed. Rule 29 of the Companies (Incorporation) Rules 2014 blocks the application outright if the company is behind on its annual filings or in default on deposits or debentures, and the RUN-reserved name — valid 60 days for an existing company changing its name, not the 20 days given to a fresh incorporation — has often lapsed by the time filers realise the sequencing. This guide covers what INC-24 itself needs: who can file it, what it must carry, what it costs, and what still has to be updated separately once INC-25 arrives.
What INC-24 does and who actually approves it
Under section 13(2), a company changes its name by special resolution and with the approval of the Central Government signified in writing. In practice that Central Government power has been delegated to the Registrar of Companies, so it is the ROC — not a separate central authority — that examines and approves an INC-24 application on the MCA V3 portal.
The approval is not a formality that runs alongside the resolution — it is the event that makes the name change real. Once the ROC is satisfied, it enters the new name in the register in place of the old one and issues a fresh certificate of incorporation; the change of name is complete and effective only from the date of that certificate, not from the date of the resolution or of RUN approval.
INC-24 applies the same way across private, public, One Person and Section 8 companies — the form and the Rule 29 procedure do not differ by class. One narrow case skips INC-24 entirely: a name change that consists only of adding or removing the word "Private" following a conversion between company classes needs no Central Government (ROC) approval at all.
Where INC-24 sits in the sequence
INC-24 is filed after MGT-14, not alongside it or before it — the form itself asks for the SRN of the MGT-14 filed for the special resolution, so there is no way to file INC-24 without that acknowledgment already in hand. Under section 117(1), the special resolution altering the name clause in the MOA must reach the ROC as MGT-14 within 30 days of being passed at the general meeting.
Before any of that, the new name has to be reserved through the MCA web service RUN (Reserve Unique Name). For an existing company changing its name, a RUN approval is valid 60 days from the date of approval — three times the 20-day window given to a brand-new company reserving a name at incorporation, and a distinction filers frequently get backwards. Rule 9A allows that window to be extended further by paying additional fees before it lapses: up to 40 days on ₹1,000 paid before day 20, or up to a 60-day cap on a further ₹2,000 before day 40 or on ₹3,000 paid before day 20.
Both RUN and INC-24 were revised on the MCA V3 portal following the Companies (Incorporation) Amendment Rules 2023 (notified 19 January 2023) — a name-change guide describing the older V2 e-form screens is filing against a form that no longer exists. Rule 9, which governs RUN itself, had already been substituted once before that, effective 23 February 2020.
| Step | What happens |
|---|---|
| Board resolution | Approves the proposed name(s) and authorises the RUN filing |
| RUN | Name reserved — 60 days from approval for an existing company (extendable under Rule 9A) |
| General meeting | Special resolution passed approving the new name and altered MOA/AOA |
| MGT-14 | Filed within 30 days of the resolution under section 117(1) |
| INC-24 | Filed referencing the MGT-14 SRN, asking the ROC to approve the change |
| INC-25 | Fresh Certificate of Incorporation issued — the new name is effective from this date |
INC-24 carries no separately published statutory deadline of its own distinct from the MGT-14 window — most practitioners file it promptly after MGT-14 rather than treating it as open-ended.
Who Rule 29 blocks — and when you need a regulator NOC as well
- Rule 29(1) of the Companies (Incorporation) Rules 2014 bars a name-change application outright for a company that has defaulted in filing its annual returns, financial statements, or any document due for filing with the Registrar, or that is in default on repayment of matured deposits or debentures or interest on them. There is no INC-24 workaround for this — the defaults have to be cleared first.
- Rule 8A separately requires prior Central Government approval before a name can include words like Board, Commission, Authority, National, Union, Central, Federal or President, or similar terms suggesting a connection with government.
- Rule 8 also requires a declaration of regulatory compliance where the proposed or changed name contains words such as Insurance, Bank, Stock Exchange, Venture Capital, Asset Management, Nidhi or Mutual Fund — this is where a sector regulator's NOC (IRDAI, RBI, SEBI, depending on the word) becomes part of the file. Most ordinary rebrands never trigger this step; it only applies when the name itself implies a regulated activity.
- Rule 29 was substituted in its current form by the Companies (Incorporation) Third Amendment Rules 2016 (notification GSR 743(E), 27 July 2016) — the version filers are working against today, not the original 2014 text.
Attachments INC-24 needs
- The certified special resolution passed at the general meeting.
- The notice of the general meeting along with its explanatory statement.
- The altered Memorandum and Articles of Association showing the new name.
- The RUN name-approval letter for the reserved name.
- Minutes of the meeting at which the resolution was passed.
- A regulator NOC, where the name contains a word gated under Rule 8 or Rule 8A.
Exactly which fields the current V3 e-form marks mandatory versus optional is confirmed only on MCA's own instruction kit for INC-24 — treat the list above as what practitioners routinely attach, not a substitute for reading the form's own help file before submission.
What INC-24 costs
MGT-14's filing fee scales with the company's nominal (authorised) share capital under Rule 12 of the Companies (Registration Offices and Fees) Rules 2014 — from around ₹200 for capital under ₹1 lakh up to ₹600 for capital of ₹1 crore or more — and INC-24's government fee follows the same slab structure. RUN itself is a flat ₹1,000 per application, charged whether the name is approved or rejected.
| Authorised share capital | Indicative normal fee (MGT-14 / INC-24 slab) |
|---|---|
| Less than ₹1,00,000 | ₹200 |
| ₹1,00,000 – ₹4,99,999 | ₹300 |
| ₹5,00,000 – ₹24,99,999 | ₹400 |
| ₹25,00,000 – ₹99,99,999 | ₹500 |
| ₹1,00,00,000 or more | ₹600 |
The middle slabs above follow the standard Rule 12 structure; only the ₹200 floor and ₹600 ceiling are independently confirmed for INC-24 specifically, so treat the in-between figures as indicative rather than exact until you check the current e-form. Filing late adds a steep multiplier on top of the normal fee, and the exact bands are covered in full on the MCA late filing fees guide rather than repeated here — check there before assuming a specific figure.
After INC-25: what still needs updating separately
- PAN and CIN do not change — only the name on record is updated, the numbers stay the same.
- GST registration is updated by filing Form GST REG-14 as a core-field amendment, not a fresh registration.
- A registered trademark held in the old name does not update on its own — file Form TM-P with the Trade Marks Registry separately.
- The former name has to be displayed alongside the new one — painted, affixed or printed on the registered-office board, letterheads and specified documents — for two years from the change, under the first proviso to section 12(3).
The other route: Section 16 rectification (not the same as INC-24)
INC-24 is a company applying voluntarily for its own name change. Section 16 is the opposite — someone else applies to have a company's name changed. Under section 16(1)(a), a previously registered company can apply to the Central Government if a later company's name is identical with, or too closely resembles, its own. Most commentary treats the 12-month limitation that applied to this ground under the old 1956 Act as dropped from section 16 of the 2013 Act — but that reading has not been tested against an outer limit read in by rules or case law, so treat it as the current consensus rather than a settled point.
Under section 16(1)(b), a registered trademark owner can apply on the same identical-or-similar ground, but only within three years of the company's incorporation, registration, or its own last change of name. Once the Central Government directs a rectification, the company must change its name within three months of that direction, after passing an ordinary resolution — not a special resolution — for that limited purpose.
Primary sources
The dates and fees on this page are read off the statute and the MCA’s own published forms, not copied from other guides. You can check every one of them:
- Companies Act 2013, Section 13(2)-(3) (Alteration of memorandum — change of name)
- Companies Act 2013, Section 16 (Rectification of name of company)
- Companies Act 2013, Section 117(1) (filing of resolutions with the Registrar)
- Companies (Incorporation) Rules 2014, Rule 29 (change of name) — text and amendment history
- Companies (Incorporation) Rules 2014, Rule 9 and 9A (RUN reservation and extension)
- Companies (Incorporation) Rules 2014, Rule 8 and 8A (undesirable names, regulator-approval words)
Verified against the Companies Act, 2013 / LLP Act, 2008, MCA rules and circulars as of September 2026. Your exact position depends on your entity and any notifications or circulars issued since — we confirm it for you, and always recommend checking the official MCA portal. CapEasy is a private consultancy and is not affiliated with any government authority. This page is a guide, not legal advice.

