A Board Resolution For Change Of Company Name is a crucial corporate governance document required under Nigerian law when a company decides to alter its registered name. This document is necessary for compliance with the Companies and Allied Matters Act (CAMA) 2020 and is typically required when a company undergoes rebranding, mergers, restructuring, or needs to differentiate itself in the market. The resolution must be properly executed during a valid board meeting and contains specific details including the current name, proposed new name, reasoning for the change, and authorization for implementation. It forms part of the mandatory documentation required by the Corporate Affairs Commission (CAC) for processing the name change and serves as evidence of proper corporate decision-making. The document must follow specific formatting and content requirements to ensure its validity and acceptance by regulatory authorities.
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1. Title and Date: Formal title of the document and date of the board meeting
2. Company Details: Full current legal name of the company, registration number, and registered address
3. Meeting Details: Confirmation of proper notice, quorum present, and meeting chair
4. Attendance: List of directors present and absent, and any other attendees
5. Background: Explanation of the reasons for changing the company name
6. Proposed Name: Clear statement of the proposed new name
7. Main Resolution: Formal resolution language approving the change of company name
8. Implementation Authority: Authorization for specific officers to execute necessary documents and file with CAC
9. Certification: Statement certifying the resolution as true and accurate, signed by Chairman/Company Secretary
1. Subsidiary Notification: Section addressing notification requirements to subsidiary companies, if any exist
2. Trademark Consideration: Statement confirming trademark search and non-infringement of existing marks
3. Business Impact: Assessment of impact on existing contracts, licenses, and business relationships
4. Shareholder Approval: Reference to required shareholder approval if company constitution requires it
5. Regulatory Notifications: List of other regulatory bodies to be notified of the name change
1. Schedule 1 - Name Availability Search: Results of CAC search confirming availability of proposed name
2. Schedule 2 - Board Meeting Attendance Register: Signed attendance register from the board meeting
3. Schedule 3 - Supporting Documents: List of supporting documents required for CAC filing
4. Appendix A - Notice of Meeting: Copy of the notice sent to directors convening the board meeting
5. Appendix B - Company Constitution Extract: Relevant sections of company constitution regarding name change procedures
Authors
Relevant legal definitions
Clauses
Relevant Industries
All Business Sectors
Manufacturing
Technology
Financial Services
Retail
Healthcare
Energy
Telecommunications
Real Estate
Professional Services
Agriculture
Transportation
Education
Construction
Mining
Relevant Teams
Legal
Corporate Secretariat
Compliance
Corporate Affairs
Board Secretariat
Administrative
Corporate Communications
Regulatory Affairs
Brand Management
Corporate Governance
Relevant Roles
Chief Executive Officer
Company Secretary
Legal Counsel
Corporate Governance Officer
Compliance Manager
Board Chairman
Director
Chief Legal Officer
Corporate Affairs Manager
Regulatory Compliance Officer
Chief Operating Officer
Administrative Officer
Brand Manager
Corporate Communications Director
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