Registration of company changes

According to Article 7 of the Companies Registration Law, "Changes regarding the company's representatives or its branch managers must be notified to the Document Registration Department (Companies Registration Department) and until this notification is given, the operation that the former representative or manager carried out in the name of the company is considered the company's operation, unless the company notifies the persons who claim the right based on this article about the change of its representative or manager. The letter approved on May 24, 1931 has given a two-month deadline and a three-month deadline for changes in the company itself, if the company is located in Europe and Asia, excluding the Far East, and four months if it is in other places.  

In registering company changes, the matter is brought to the notice of the registration office and it is added under the initial registration. If a foreign company is dissolved in Iran, a liquidator must be a resident of Iran (which is usually one of the banks, company or famous persons).

Whenever decisions are made regarding the extension of the company's term beyond the prescribed period or the closure of the company before the specified period, a change in the quality of account deductions, a change in the name of the company, another transformation in the articles of association, the transformation or withdrawal of some of the guarantor partners from the company and also when that the managers of the company are changed... the regulations regarding registration and publication must be observed regarding the resulting changes. Also, when half of the capital of a joint-stock company is lost, it must be registered and advertised in the same way. In private joint-stock companies after making a decision to increase the capital through the issuance of new shares, it must be done through the publication of an advertisement. In the multi-circulation newspaper in which the advertisements related to the company are published, the shareholders should be informed. In this advertisement the information about the amount of capital increase and the nominal amount of the new shares and depending on the case, the amount of the additional value of the shares and the number of shares that each shareholder In proportion to their shares, have the right of priority in buying them and the deadline for subscription and the method of payment should be mentioned. 

In public joint-stock companies it must be specified in the advertisement that the owners of unnamed shares should go to the centers appointed by the company within a certain period of time, which should not be less than twenty days to receive the certificate of the right to purchase the shares. For the owners of the shares the purchase right certificate should be sent by registered mails.
In order to reduce the nominal price of the company's shares and reduced amount of each share, the board of directors of the company must inform all the shareholders through a notice. The notice must be published in the newspaper so that the shareholders can obtain the difference between the old nominal amount and According to Article 200 of the Commercial Law, it is mandatory to register the following changes in companies:

1: Changes in company’s articles of association. 
2: Extending the term of the company beyond the prescribed period. 
3: Cancellation of the company, even in cases where the cancellation is due to the expiration of the company's term. 
4: Determining the quality of deduction of account or conversion of partners or exit of some of them from the company.
5: Changes in the name of the company.
6: In Article 58 of the Trade Law, in the ninth article of the Trade Law Regulations, in addition to the above, the change of the company’s manager or managers has also been added.

Applicants can submit changes through the website http://irsherkat.ssaa.ir/Design/Establishment.aspx and people can instead of visiting the office in person. The entire registration of non-commercial companies and institutions can be done through the internet http://irsherkat.ssaa.ir/Design/Establishment.aspx .

To enter the company's changes, you must first fill in the company's information. If you have your company's national ID, enter it in the relevant section and if you do not have the company's national ID, you can go to the next step by using the registration number and choosing the type of company. The registration number of the company is the number assigned to the company during registration.

This number is available in the establishment and the company's articles of association and you can refer to it. Fill in the limit and thus after completing the relevant pages, when the information is completely and accurately entered into the computer by the applicant, in order to send the applicant must click final acceptance. On this button, the computer shows the acceptance confirmation to the applicant which the applicant must read carefully and act on. Finally, as we said Article 9 of the Commercial Law Regulations considers it necessary to publish the changes that are made in the status of the registered company. According to the general rules, due to their mistake, they will be condemned to compensate third parties and secondly, third parties can ignore the impact of these changes, and the changes that did not reach their opinion cannot be refer against them.

Based on the new guidelines for registering and changing companies:

According to the circular 23/09/2012-120266/12, the establishment and changes of monetary and credit institutions require obtaining a license from the Central Bank.
According to the circular of 16/01/2012, 192938/12, institutions that have been operating without a license from the central bank do not need to obtain a license for their changes and liquidation, However, institutions that have taken permission from the bank for establishment will continue to operate with permission from the mentioned bank.
According to the circular 09/01/2012-189751/12, it is necessary to present a certificate of no criminal convictions for managers (CEOs and board members) and auditors of commercial companies in the establishment stage and during changes.
According to the circular 23/05/2011-39852/11, for the establishment and changes of monetary and credit institutions such as banks, credit institutions, credit cooperatives, charitable loan funds, exchanges and leasing companies, a license is required from the central bank.