Change of Legal Name of a Company: Procedure and Risks
Renaming and rebranding are not synonyms and not one budget
Owners often confuse two different processes and pay for one, thinking they are solving tasks of the other. Renaming is a legal replacement of the name in the registry. Rebranding is a complete overhaul of the visual identity: logo, corporate identity, positioning. The first costs several thousand rubles and weeks, the second — from several hundred thousand rubles and months of agency work.
| Parameter | Renaming | Rebranding |
|---|---|---|
| What changes | Company name in EGRUL, charter | Logo, visual system, positioning |
| Who participates | Director, lawyer, FNS | Design studio, marketer, PR |
| Duration | 5–7 working days for registration | From 3 months to a year |
| Reason | Trademark conflict, change of owner, merger | Outdated image, reputational crisis, entering a new market |
If the claim from Rospatent or a competitor concerns the name — it makes no sense to spend the budget on a new logo, you need to change the legal name itself. If the problem is with brand perception, and the name is legally clean — you can leave it as is in the EGRUL without changes and focus only on the visual identity.
Step-by-step procedure: what the law requires
- Owners record the decision in the minutes of the general meeting or a resolution of the sole participant — indicating the new name in Russian (and optionally in a foreign language, if this is stipulated in the charter).
- Within 3 working days from the date of the decision, you must notify the FNS of the intended changes, if this is provided for in the charter; form R13014 is submitted with the filled-out sheet titled "Change of Information on the Name".
- State fee 800 rubles — only when submitting on paper through a notary; when submitting via the CEO's digital signature online or through the MFC, no fee is charged starting from 2019 year.
- FNS registers the changes within 5 working days and issues the EGRUL record sheet — it is this date that must be fixed as the starting point for all subsequent steps.
- If the company has licenses (education, medicine, alcohol, construction), then a separate application for re-registration must be submitted within 15 working days after registration, with a fee of 750 rubles per document.
For violating the deadline for submitting information to the FNS — a fine under article 14.25 KoAP RF, from 5 to 10 thousand rubles per director. The amount is small, but it is exactly at this step that companies most often waste time: the decision is signed, but form R13014 is submitted a month later, when the director returns from a business trip.
Pre-submission check — what saves half a year of work
Before visiting a notary or entering the personal account of the FNS, you need to check three registers, not just one. Trademarks and applications for registration — in the open database of Rospatent (FIPS register). Matching with an existing legal entity — in the EGRUL via the «Transparent Business» service. Domain and social media availability — manually, but this is also part of the check: a renamed company without a free domain is forced to operate under a domain that does not match the company name, which confuses clients.
The main risk — conflict with someone else's trademark
If the new name coincides with or is similar to a registered mark to the degree of confusion, the owner of the trademark may, via court, prohibit its use and demand compensation from 500 thousand to 5 million rubles under Article 1515 of the Russian Civil Code. The court is not required to prove actual damage—sufficient is the fact of infringement of exclusive rights. In practice, this means that within six months after rebranding, when signage, contracts, and the website have already been updated, the company receives a claim and is forced to repeat the entire procedure from scratch—now under the pressure of a court deadline.
What to change after registration, and what is not necessary
| Category | What is included | Period and consequences |
|---|---|---|
| Required by law | Articles of incorporation (if not standard), details in KKT receipts, entries in employees' labor books | Incorrect details in KKT receipts — penalty under Article 14.5 of the Russian Administrative Offenses Code; entry in the labor book is made in the 3 field with reference to the order for changing the company name |
| Required by the bank and partners | A card with a sample signature and seal, license reissuance | Without updating the license card, the bank has the right to suspend operations under 115-FZ; the license — 15 working days after registration |
| Not necessary | Seal, existing contracts, notification of counterparties | The parties are identified by INN and OGRN — the contract remains valid without reissuance |
The FNS transfers information about the name change to the SFER, statistical authorities, and licensing agencies through inter-agency data exchange automatically — it is not necessary to notify them separately. Exception — licenses: an application for reissuance must be submitted in person, without this step the activity in the licensed area is formally suspended.
Where money is actually lost: accounting and the bank
Renaming and rebranding are not synonyms and not one budget
Owners often confuse two different processes and pay for one, thinking they are solving tasks of the other. Renaming is a legal replacement of the name in the registry. Rebranding is a complete overhaul of the visual identity: logo, corporate identity, positioning. The first costs several thousand rubles and weeks, the second — from several hundred thousand rubles and months of agency work.
| Parameter | Renaming | Rebranding |
|---|---|---|
| What changes | Company name in EGRUL, charter | Logo, visual system, positioning |
| Who participates | Director, lawyer, FNS | Design studio, marketer, PR |
| Duration | 5–7 working days for registration | From 3 months to a year |
| Reason | Trademark conflict, change of owner, merger | Outdated image, reputational crisis, entering a new market |
If the claim from Rospatent or a competitor concerns the name — it makes no sense to spend the budget on a new logo, you need to change the legal name itself. If the problem is with brand perception, and the name is legally clean — you can leave it as is in the EGRUL without changes and focus only on the visual identity.
Step-by-step procedure: what the law requires
- Owners record the decision in the minutes of the general meeting or a resolution of the sole participant — indicating the new name in Russian (and optionally in a foreign language, if this is stipulated in the charter).
- Within 3 working days from the date of the decision, you must notify the FNS of the intended changes, if this is provided for in the charter; form R13014 is submitted with the filled-out sheet titled "Change of Information on the Name".
- State fee 800 rubles — only when submitting on paper through a notary; when submitting via the CEO's digital signature online or through the MFC, no fee is charged starting from 2019 year.
- FNS registers the changes within 5 working days and issues the EGRUL record sheet — it is this date that must be fixed as the starting point for all subsequent steps.
- If the company has licenses (education, medicine, alcohol, construction), then a separate application for re-registration must be submitted within 15 working days after registration, with a fee of 750 rubles per document.
For violating the deadline for submitting information to the FNS — a fine under article 14.25 KoAP RF, from 5 to 10 thousand rubles per director. The amount is small, but it is exactly at this step that companies most often waste time: the decision is signed, but form R13014 is submitted a month later, when the director returns from a business trip.
Pre-submission check — what saves half a year of work
Before visiting a notary or entering the personal account of the FNS, you need to check three registers, not just one. Trademarks and applications for registration — in the open database of Rospatent (FIPS register). Matching with an existing legal entity — in the EGRUL via the «Transparent Business» service. Domain and social media availability — manually, but this is also part of the check: a renamed company without a free domain is forced to operate under a domain that does not match the company name, which confuses clients.
The main risk — conflict with someone else's trademark
If the new name coincides with or is similar to a registered mark to the degree of confusion, the owner of the trademark may, via court, prohibit its use and demand compensation from 500 thousand to 5 million rubles under Article 1515 of the Russian Civil Code. The court is not required to prove actual damage—sufficient is the fact of infringement of exclusive rights. In practice, this means that within six months after rebranding, when signage, contracts, and the website have already been updated, the company receives a claim and is forced to repeat the entire procedure from scratch—now under the pressure of a court deadline.
What to change after registration, and what is not necessary
| Category | What is included | Period and consequences |
|---|---|---|
| Required by law | Articles of incorporation (if not standard), details in KKT receipts, entries in employees' labor books | Incorrect details in KKT receipts — penalty under Article 14.5 of the Russian Administrative Offenses Code; entry in the labor book is made in the 3 field with reference to the order for changing the company name |
| Required by the bank and partners | A card with a sample signature and seal, license reissuance | Without updating the license card, the bank has the right to suspend operations under 115-FZ; the license — 15 working days after registration |
| Not necessary | Seal, existing contracts, notification of counterparties | The parties are identified by INN and OGRN — the contract remains valid without reissuance |
The FNS transfers information about the name change to the SFER, statistical authorities, and licensing agencies through inter-agency data exchange automatically — it is not necessary to notify them separately. Exception — licenses: an application for reissuance must be submitted in person, without this step the activity in the licensed area is formally suspended.
Where money is actually lost: accounting and the bank
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