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Microlesson · 5-min read

Cancellation of Name (Wrong/Incorrect Information)

# Cancellation of Name — Consequences of Wrong/Incorrect Information

## Trigger

After reservation of a name, it is found that the name was applied for by furnishing wrong or incorrect information.

## Two Scenarios

### Scenario A: Company NOT Yet Incorporated

  • The reserved name shall be cancelled.
  • The applicant is liable to a penalty up to ₹1,00,000 (one lakh rupees).

### Scenario B: Company Already Incorporated

The Registrar may, after giving the company an opportunity of being heard, take any one of the following actions:

OptionAction
1Direct the company to change its name within 3 months, after passing an ordinary resolution
2Take action for striking off the name from the register
3Make a petition for winding up of the company

## Key Points

  • The Registrar must give an opportunity of being heard before acting in Scenario B.
  • For mandated change, only an ordinary resolution is needed (NOT special resolution).
  • Penalty of ₹1 lakh applies only when company is not yet incorporated.

Worked example

### Example 1

Example 1: Mr. P applied for reservation of the name 'Sunrise Energy Pvt. Ltd.' by furnishing false information. The defect was discovered after incorporation.

Answer: Since the company has been incorporated, the Registrar shall give the company an opportunity of being heard, and may then (i) direct change of name within 3 months via ordinary resolution; OR (ii) strike off the name; OR (iii) petition for winding up.

### Example 2

Example 2: Q applied for name reservation furnishing wrong information; defect discovered before incorporation.

Answer: The reserved name shall be cancelled. Q is liable to a penalty up to ₹1,00,000.

⚠️ Common exam mistakes

  • Stating that a special resolution is needed for the mandated name change — only ordinary resolution is required.
  • Skipping the 'opportunity of being heard' step before action against an incorporated company.
  • Confusing the ₹1 lakh penalty as applicable post-incorporation — it applies only when the company is not yet incorporated.
Reference: Section 4 (Cancellation provisions) — The Companies Act, 2013
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