XYZ Limited has not filed annual return and financial statements for the year ended 31st March, 2019. The company has defaulted in payment of redemption amount of debentures due in December, 2019 and repayment of matured

Section 13 of the Companies Act, 2013 provides that, save as provided in Section 61, a company may, by a special resolution and after complying with the procedure specified in this section, alter the provisions of its memorandum. The company has to comply with the relevant provisions of the Companies Act, 2013 and rules made thereunder. Further, according to Rule 29(1) of the Companies (Incorporation) Rules, 2014, the change of name shall not be allowed to a company which has not filed annual returns or financial statements due for filing with the Registrar or which has failed to pay or repay matured deposits or debentures or interest thereon. However, the change of name shall be allowed upon filing necessary documents or payment or repayment of matured deposits or debentures or interest thereon as the case may be. Since, XYZ Limited has not filed the annual return and financial statements for the year ended 31st March, 2019 and has defaulted in payment of redemption amount of debentures due in December, 2019 and repayment of matured deposits and interest due thereon and the defaults are continuing, therefore change of name will not be allowed. So, XYZ Limited is advised to first [a] file the annual return and financial statements for the year ended 31st March, 2019 and [b] make payment of redemption amount of debentures due in December, 2019 and repayment of matured deposits and interest due thereon and thereafter initiate actions for change of name to ABC Limited.