Renaming an organization - sample entry in a work book

In what cases does the name of a legal entity change?

According to paragraph 3 of Art. 1473 of the Civil Code of the Russian Federation, each organization must have a name, which is indicated in the charter documents. But sometimes in the course of a company’s activities situations arise when it has to change its name. The reasons for this can be very different:

reorganization with the separation of a new legal entity or, conversely, the merger of two enterprises;
the owner’s desire to change the old company name to a more sonorous one;
change in the organizational and legal form of ownership.

Regardless of the reason for changing the name, first of all it is necessary to make changes to the Unified State Register of Legal Entities and statutory documents - only after this the company will be considered renamed.

Changing the name entails the need to make appropriate changes in the organization’s documents, including personnel documents.

How is an entry made in the Labor Code of employees when changing the name of the organization?

Answer to the question: In accordance with paragraph 7 of Art. 3 of Federal Law No. 99-FZ dated 05.05.2014, changing the name of a legal entity in connection with bringing it into compliance with the norms of Chapter 4 of the Civil Code of the Russian Federation (as amended by this Federal Law) does not require changes to the title and other documents containing it former name. Constituent documents, as well as the names of legal entities created before the entry into force of this Federal Law, are subject to being brought into compliance with the norms of Chapter 4 of the Civil Code of the Russian Federation (as amended by this Federal Law) upon the first change in the constituent documents of such legal entities.

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As we understand, you have made changes to your statutory documents and, in connection with this, you need to change the personnel documents of the organization. Therefore, in your case we are talking about renaming the organization.

Grounds for making changes to the work book

According to the Instructions for filling out work books, approved by Resolution of the Ministry of Labor of Russia dated October 10, 2003 No. 69, the work book of each employee must contain the full name of the organization and an abbreviated version (if available). In this case, you cannot enter only an abbreviated name without indicating the full name.

This means that after the company where the employee works has changed its name, this must be reflected in the work book.

Find out more about the procedure for filling out work books here.

The basis for making changes to the work book will be the internal administrative document on the change of name. This could be an order, resolution, decision of a meeting of founders, etc.

Only after the publication of this document can new entries be made in the work book.

Regulatory documents

Despite the fact that renaming an organization in workers’ work books falls within the spectrum of labor relations, alas, this time the labor code is not of any help to us. It is successfully replaced by the civil code, article 54 of which states that each organization must have its own established name.

If a change such as a change of name occurs in an organization, then Article 52, paragraph 3, . It states that before an organization is considered renamed, it must be renamed in its constituent documents.

The Civil Code also contains information about in what cases the name may change. In addition to the banal desire of the employer to find a bright name, such an action may be associated with reorganization, merger, accession, division, acquisition and other actions that occur during the interaction of two or more large organizations.

In this case, the name changes not only at the whim of the founders, but also for reasons of the new structural unit of the single enterprise and each organization separately.

The instructions for maintaining and storing work books established by the government of our country, as well as internal instructions for personnel department employees, will tell us how to enter information into work books that the name of the enterprise has changed

Based on these three acts, we will consider the problematic issue, and most importantly, we will give examples of correctly filling out the labor form.

Basic requirements for making entries in the work book

When making changes to an employee’s work book, you must follow the Instructions for filling out work books:

Entries in the work book are made only in blue, purple or black ink; the use of other colors is unacceptable.
The entry must be made in legible handwriting, without factual or spelling errors.
All numerical entries are entered in Arabic numerals only.
All entries must be entered in full; abbreviations are not allowed.
You cannot make corrections in records by crossing out or shading an error, and you cannot use a proofreader.

All these rules will equally apply to changes in the name of the organization.

The procedure for making an entry about changing the name of the employer in the work book

The information is entered in the empty line that follows the last entry, regardless of what kind of entry it is (for example, about admission and dismissal from external part-time work).

Columns 1 and 2 of the work book are not filled out.

In the 3rd column of the work book, where information about the work is indicated, an entry about the renaming is made. It should contain the following information:

old name in full;
new name in full;
date of renaming;
reason for renaming;

An example of an entry in a work book about renaming an organization at the request of the owner:

Limited liability company "Romashka" was renamed into limited liability company "Nezabudka" from 06/01/2017 due to amendments to the charter documents.

An example of making an entry in a work book during reorganization with the creation of a new legal entity:

The limited liability company "Romashka" was reorganized with the separation of a legal entity into the limited liability company "Nezabudka" from 06/01/2017.

An example of making an entry in a work book when changing the legal form of an enterprise:

Open joint-stock company "Romashka" was renamed into public joint-stock company "Romashka" from 06/01/2017 due to amendments to the charter documents of the organization.

In the 4th column the basis for the renaming is indicated, its name, date and number, for example: order No. 58 dated 06/01/2017.

The procedure for recording information about making changes to the work book when changing the name of the organization is regulated by clause 3.2 of the Instructions for filling out work books and does not depend on the form of ownership of the organization.

Algorithm for renaming an organization

The set of procedures required for this act from a legal point of view includes several stages:

1 step. Correction of constituent documents. This must be done either as a separate document (an addition to the package of constituent documents), or as a new version of the main act. The organization decides which option they prefer. Approval by an authorized body, which is listed as such in the organization’s Charter, is required.

The vote does not have to be unanimous; 75% of the votes in favor are sufficient to make a decision on renaming, unless otherwise noted in the Charter. If there is only one founder, he makes the decision alone.

REFERENCE! It is necessary to edit the constituent documents, since the company name is written in the company's Charter.

Step 2. Confirmation of changes at the state level. After making a decision “on the spot,” it needs to be registered, that is, the data must be changed in the state register (Unified State Register of Legal Entities). To do this, you need to collect and submit the following documents to the tax office:

application written in form P13001;
protocol of the decision of the authorized body to change the name of the organization (new edition of the constituent documents or addition to them);
a receipt indicating payment of the state duty in the amount of 800 rubles.

In this form, pay special attention to sheet “A” - this is where you will need to enter the new name of the organization in full and abbreviated form. Don't forget to fill out the title page. In sheet “M” you need to indicate information about the applicant, that is, the director of the organization. His signature must be certified by a notary, for which you will need to provide an order for his appointment, the charter and a copy of the decision on renaming (check the list of required papers directly with the notary).

Step 3. Five day wait. This is the period provided by the Law for making changes to the name in the Unified State Register of Legal Entities, which gives permission to begin using it officially. Representatives of the organization will receive a new certificate of registration.

Step 4 Informing other authorities. After the new certificate is issued, you need to send notices and receive responses from:

off-budget funds of the Russian Federation (Pension, social insurance and compulsory health insurance);
Rosstat (you will need to obtain new statistics codes, for which you need to contact the territorial office - this body does not send them out on its own initiative);
FSFM of the Russian Federation - this is only necessary for joint stock companies (notification is sent in a special form given in the relevant standards).

Step 5 Notification of counterparties. After the official authorities, the news about the name change must be communicated to other interested parties: partners and especially banking organizations. Often such a condition is even included in the contract with the organization. The bank will definitely need to change the card on which there is a sample seal and director’s signature (the seal will also have to be updated).

Step 6 Updating permits and licenses. To continue activities in the previous format, you need to re-obtain the necessary permits, already issued for a new name. The exception is ownership rights to real estate and vehicles - it is not necessary to re-register them, it is enough to attach the appropriate certificate of renaming.

Step 7 Internal orders. After all the external steps, you need to implement the new name at the enterprise itself:

issue an order to abolish the old name and assign a new name;
notify employees about it;
organize the production of company letterheads with new details, seals, company stamps and disposal of old ones.

Step 8 Editing employment contracts and books. These defining documents must be brought into line with the current state of the company, because they were created under an old, no longer valid name. Other conditions are not subject to change during this change, therefore there are precedents indicating that it is not necessary to fix changes in employment contracts. The organization independently chooses the following course of action:

leave the employment contract unchanged, because changing the name of the company does not affect the labor relations of the parties;
make changes to the main text of the document;
draw up an additional agreement.

The entry in the work book must be changed. The entry is made in column 3 of the “Work Information” section according to the scheme “The organization “old name” changed its name to “new name” from the date (specify). Additionally, in column 4 the details of the order or protocol on renaming (number and date) are written.

FOR YOUR INFORMATION! A serial number is not needed for this entry, so the first and second columns remain empty.

Important nuances of making changes to the work book:

the employee filling it out must have legible handwriting to avoid discrepancies;
grammatical errors, corrections, and crossing out entries are unacceptable;
Only blue or black paste is suitable for filling, but not other colors;
the language of the recording must be exclusively Russian (or belonging to a republic within the Russian Federation);
Before making changes to the work books of employees, a corresponding internal order must be issued, which will become a direct basis for this (an order specifically on renaming the company, and not on rewriting in the work books).

Changing the name of an organization does not affect the working conditions in any way, that is, it does not directly affect hired personnel. Therefore, the rename entry is made only in the work book; there is no need to make any additions to the employment contract.

Sample entry in a work book

The information must be entered in column 3 of the “Work Information” section. The entry will have the following form: “The organization “Former name” is renamed to “New name” from the XX day of the XX month of the year 20XX.” For example, Planeta Detstva LLC has been renamed Obuchalkino LLC since May 12, 2021.”

Column 4 contains the details of the document that served as the basis for the renaming - the number of the order or instruction of the management, the number of the minutes of the general meeting of shareholders, etc. The date should also be written next to the number.

The record of a change of name is not numbered, so columns 1 and 2 should be left blank.

Nuances of making an entry in the work book about renaming an organization

Depending on the reason for the change of employer's name, in some cases not all employees will need to change records.

Example

A reorganization took place, and the Romashka enterprise merged with the Nezabudka enterprise. Accordingly, the new legal entity will now bear the name “Romashka”. Only Nezabudka employees will need to make changes to the work book; Romashka employees will not need to make new entries, since the name of their employer has not changed.

This example should not be confused with a situation where one organization is liquidated and its employees are transferred to another. In this case, there will be no record of the change. The employee will need to be fired from one enterprise and hired into another, indicating the grounds.

Translation or renaming?

If all changes (renames) have been officially made to the staff, then a similar entry must be made in the work book approximately in the following form: “Radiological Department of the Security Service” has been renamed to “Radiation Safety Department”.

Some personnel officers believe that records of a change in the name of a department should be prepared in the same way as records of the transfer of an employee to another department.

There are some reasons for this opinion, since the transfer of an employee to another department is considered a change in one of the essential terms of the employment contract, which is the name of the department.

Deciphering this complex wording, we can say that the name of the department (division, service, directorate) and the position occupied by the employee are indicated in the contract, therefore they are its essential conditions. And any change in the essential terms of the contract (it does not matter what kind of work the person performs) is traditionally considered a transfer among old personnel officers and is formalized in this way in the work book due to the fact that the Instructions have not developed a clear definition on this matter.

Indeed, in the Instructions there are no indications of such entries as “department ... renamed.” Therefore, a change in the name of a department, department, directorate or division is often formalized as a transfer. However, it is more reasonable to write in the employment document not “Transferred to the Radiation Safety Department,” but as indicated above.

Although the Instructions do not clearly state the entry in the work book due to a change in the name of the department, it is necessary to distinguish between a change in the department itself and a change in the name of the department in which the employee works.

A change in the department itself (its composition, functions, etc.) will entail a transfer record. A change in the name of the department will be considered a transformation of the essential terms of the employment contract, which are not related to the transfer and do not require the mandatory consent of the employee.

Changing the name of the department (if the condition of working in a specific department was included in the contract signed with the employee) can be classified as a modification of its conditions (paragraph 3 of part 2, paragraph 2 of part 4 of article 57 of the Labor Code of the Russian Federation).

These changes can be made:

by agreement between the employee and the administration}
by order of the employer in connection with the transformation of organizational working conditions (Article 74 of the Labor Code of the Russian Federation).

If the job responsibilities and functions of employees have not changed after changing the names of positions or departments, and in reality the employees do not move to other departments (that is, there was no merger or reorganization of departments), then in this situation there is no need to register the transfer.

Renaming and reorganization

In some cases, the enterprise undergoes a reorganization, but employees still do not move to new divisions, but remain at their jobs and continue to perform their previously defined functions and responsibilities.

For example, the company had two plants, but now only one remains, because the second plant was sold (closed, liquidated, etc.). Please note that the employees of the remaining plant continue to work in their old places and the functions they perform have not changed.

But the company underwent a reorganization, and many divisions were renamed. For example, the “Refining Shop of Plant No. 1” became simply called the “Refining Shop”, the “Mechanical Workshops of Plant No. 1” became simply “Mechanical Workshops”, and so on.

And in the opposite case, if one plant is divided into two, or one department has turned into four services, a transfer must be formalized, since the employees actually move to another department.

Common mistakes when making an entry about changing the company name

When making an entry, the following errors may be made:

Inserting the serial number of the entry in column 1. According to the Instructions, only records containing information about work: admission, transfer, assignment of a new specialty and dismissal are numbered.
Putting in column 2 the date of making the entry or the date of changing the name of the organization - in this case, the date of renaming will be indicated in column 3.
Certification of the entry made with a seal - the organization’s seal is affixed only upon dismissal of an employee.

These errors are not serious, and therefore, if they are made, corrections are not made.

Major errors that need to be corrected include the following:

factual error in the name of the old or new name of the organization;
an error in the date of renaming the organization;
an error in the entry on the basis for making changes.

These errors must be corrected as soon as they are discovered.

Algorithm for correcting mistakes

The procedure for correcting errors in a record of renaming an organization:

An incorrect entry is not crossed out; the correct data is entered below.
The next blank line indicates: “There was an error in the name (record).”
Then the correct entry is made - completely, even if an error was made in the order details.

The correction is not certified by either a seal or a signature.

Corrections can be made at any stage of the work, even if other entries have already been made after the entry where the error was made.

You can read more about this in the article “How to make a correction in a work book - sample 2017.”

Results

When renaming an organization, entries in employee work books must be made without fail.
Changes are made only after the new name is recorded in the statutory documents. The basis for making an entry in the work book is an internal order on renaming and the need to make changes to internal documents. Changes are made in the manner established by the Instructions for filling out work books. You can find more complete information on the topic in ConsultantPlus. Free trial access to the system for 2 days.

The legislative framework

The Instructions do not contain instructions for making a record of changing the name of a unit, but there is a procedure for making a record of renaming an organization (clauses 3.1 and 3.2).

Clause 3.1 stipulates that entries about the name of a position or specialty indicating the required qualifications must be made on the basis of the officially approved staffing of the company.

The law requires that the employee be notified of any changes made in the qualification directories and staffing of the company in accordance with the established procedure, and then the necessary changes should be made in the employee’s work book based on a written decision of the administration.

Clause 3.2 determines that if the name of the company changed while the employee was working at this enterprise, then it is necessary to reflect this in the entry as an individual line in the third column of the work section approximately in the following form: “CJSC Fakel has been renamed since July 21, 2010 in “Plamya” LLP, and in the fourth column the basis for such renaming should be indicated - an officially approved decision, resolution or order of the administration, as well as their details.