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Microlesson · 5-min read

Name Clause and Reservation of Name (Section 4)

# Name Clause & Reservation of Name

## Statutory Source

Section 4(1)(a) read with sub-sections (2) to (5) of the Companies Act, 2013

## 1. Name Requirement

The name of the company must end with:

  • "Limited" — in case of a public limited company
  • "Private Limited" — in case of a private limited company

## 2. Restricted Words Requiring Regulatory Compliance

If the proposed name includes words such as:

  • Insurance, Bank, Stock Exchange, Venture Capital, Asset Management, Nidhi, Mutual Fund

...the applicant must submit a declaration that the respective regulator's (IRDA, RBI, SEBI, MCA) requirements have been complied with.

## 3. Reservation of Name — Two Routes

### (a) For a Proposed (New) Company [Sub-section 4]

ElementParticulars
FormSPICe+ (INC-32) — Simplified Proforma for Incorporating Company Electronically Plus
Filed withRegistrar of Companies (ROC)
FeeAs per Companies (Registration Offices and Fees) Rules, 2014
Resubmission for defectAllowed within 15 days

### (b) For Changing Name of Existing Company [Sub-section 4]

ElementParticulars
Web serviceRUN (Reserve Unique Name)
Filed withRegistrar of Companies
FeeAs per Companies (Registration Offices and Fees) Rules, 2014
Resubmission for defectAllowed within 15 days

## 4. Memory Hook

  • New company → SPICe+ (INC-32)
  • Existing company name change → RUN
  • Both allow 15 days for resubmission to rectify defects.

Worked example

### Example 1

Example 1: ABC Pvt. Ltd. wishes to incorporate a new company in the insurance sector. State the procedure and forms involved.

Answer: Since the name contains 'Insurance', the applicant must (1) submit a declaration that IRDA requirements are complied with, (2) file application in SPICe+ (INC-32) with prescribed fee, and (3) if defects are found, resubmission is allowed within 15 days.

### Example 2

Example 2: XYZ Ltd. (an existing public company) wishes to change its name to 'XYZ Ventures Ltd.' Outline the process for name reservation.

Answer: As an existing company seeking to change its name, XYZ Ltd. must apply through the RUN (Reserve Unique Name) web service along with prescribed fee. Resubmission is permitted within 15 days for rectification of any defect.

⚠️ Common exam mistakes

  • Confusing SPICe+ (used for new incorporation) with RUN (used for name change of existing company).
  • Forgetting that 'Insurance', 'Bank', 'Nidhi', etc. require a regulatory declaration before name reservation.
  • Stating resubmission period as 30 days — correct period is 15 days.
  • Omitting the word 'Limited' or 'Private Limited' at the end of the company name.
Bare-Act text Section 4(1)(a) read with sub-sections (2) to (5) · The Companies Act, 2013 · click to expand
Section 4(1)(a): The memorandum of a company shall state the name of the company with the last word "Limited" in the case of a public limited company, or the last words "Private Limited" in the case of a private limited company. Section 4(4): A person may make an application, in such form and manner and accompanied by such fee, as may be prescribed, to the Registrar for the reservation of a name set out in the application as the name of the proposed company; or the name to which the company proposes to change its name.
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