DNA FORENSICS TEST SOLUTIONS PRIVATE LIMITED v. UNION OF INDIA

1. This petition has filed challenging order dated 08th June 2026, passed by respondent no.2 [Regional Director, Office of Regional Director] under Section 16(1)(a) of the Companies Act, 2013 [hereinafter, ‘the Act’], whereby the petitioner/company [‘DNA FORENSICS TEST SOLUTION PRIVATE LIMITED’] was directed to change its name, on the ground that it was similar to and, resembled that of respondent no. 3/complainant company, namely, ‘DNA FORENSICS LABORATORY PRIVAYE LIMITED’ [‘impugned order’]. W.P.(C) 9684/2026 and CM APPL. 45118-45119/2026 2/8

2. Mr. Md. Kashif, counsel for petitioner/company, raises an issue of jurisdiction and states that the trigger under Section 16(1)(a), is in contradistinction to Section 16(1)(b) of the Act. Under section 16(1)(b) of the Act, a direction can be issued on an ‘application’ made by registered proprietor of a trademark; whereas under Section 16(1)(a), it has to be based upon an ‘opinion’ of the Central Government. He states that since the impugned order was triggered by an application moved by respondent NO. 3/complainant company, the same cannot be entertained under Section 16(1)(a) of the Act.

3. Ms. Sarika Singh, Senior Panel Counsel appearing on behalf of respondent nos. 1 & 2, sought time to take instructions and pursuant thereto, states that an opinion under Section 16(1)(a) of the Act is routinely made on the basis of applications which have been preferred by existing companies that have a grievance, with respect to a similar or identical name of a newly registered company.

4. Mr. Mohd. Kashif, counsel for petitioner/company, however, contends that giving such an interpretation to Section 16 (1)(a) will make Section 16 (1)(b) completely redundant. For this purpose, he has relied upon the decision of High Court of Madras in M/S T.T. Ltd. v. Union of India & Anr., W.P. No. 52/2022, where the Court has expressed their opinion in paragraph nos.19 & 20, which are extracted hereunder:

5. On a careful perusal of the opinion of Madras High Court, it would appear that such an observation has been made in context of the particular facts and circumstances of the case. The issue which was canvassed was, whether a rectification under Section 16 (1)(a) of the Act could be exercised after a long passage of time and the Court in paragraph no.18 stated that some bar of limitation ought to be there. The said paragraph is extracted as under: W.P.(C) 9684/2026 and CM APPL. 45118-45119/2026 5/8 “18. The power to direct rectification under section 16(1)(a) is exclusively vested with the Central Government and is a suo motu power. Even if the Central Government decides to initiate suo motu proceedings under section 16(1)(a) now, the said proceedings will be hopelessly barred by limitation as the said power would have been exercised not within a reasonable time. Just because, there is no limitation prescribed under section 16(1)(a), it cannot be construed that there is no time limit. Under section 22(1) of the old Companies Act, 1956 twelve months period was fixed for the exercise of suo motu action and therefore, it can be conclusively held that even under section 16(1)(a) of the new Companies Act, 2013 suo motu power will have to be exercised by the Central Government within a reasonable time. The respective third respondent Company having been incorporated long time back much prior to the coming into force of the new Companies Act, 2013, the question of the Central Government initiating its suo motu power under section 16(1)(a) of the Companies Act, 2013 at this stage will not arise and will be barred by limitation. This Court is therefore, of the considered view that the second respondent has rightly rejected the applications filed by the petitioner on the ground of limitation.”

6. It was in this context that the Madras High Court made the observations in paragraph nos.19 & 20, as extracted above. Further, what had prevailed with the Madras High Court, in the facts of that case, is that the petitioner had failed in its attempt to get an order of injunction before the Delhi High Court, during the pendency of disposal of the trademark suit and, had therefore, filed an application under Section 16 (1)(a) of the Act. In this regard, the Madras High Court noted as under: W.P.(C) 9684/2026 and CM APPL. 45118-45119/2026 6/8 “21. The petitioner having failed in its attempt to get an order of injunction before the Delhi High Court, pending disposal of the trademark suit against the third respondent has filed the applications under Section 16 (1) (a) of the Companies Act, 2013. The respective third respondent will be put to irreparable loss, if the applications under section 16 of the Act is entertained that too, when the petitioner has failed in its attempt to get an order of injunction before the Delhi High Court to restrain the respective third respondent company to use the name by establishing prima facie case, balance of convenience and by proving irreparable hardship. The second respondent is certainly bound by the findings and decision of the Delhi High Court and therefore, has rightly rejected the applications under the impugned orders on the ground of res-judicata.”

7. Notwithstanding this, in the opinion of the Court, the order being passed under Section 16(1)(a) of the Act, even though triggered by an application, cannot be considered to be invalid or without jurisdiction, for the simple reason that it was triggered on the basis of information given by an applicant.

8. Under Section 16(1)(a) of the Act, decision is taken by the Central Government if it opines, that the name of a newly registered company is identical with or too nearly resembles the name of a company in existence which had been previously registered, and therefore, it can direct the newly registered company to change its name.

9. The contradistinction drawn out by counsel for petitioner with Section 16(1)(b) of the Act, which is triggered by an application made by a registered W.P.(C) 9684/2026 and CM APPL. 45118-45119/2026 7/8 proprietor of trademark, is not tenable. Section 16(1)(b) of the Act is naturally triggered by an application, since the registered proprietor of a trademark, who is aggrieved with an identical name being used by a newly registered company, will necessarily apply for getting the name struck off. However, Section 16 (1)(a) of the Act is a wider power, which allows the Central Government to suo motu, on its own, direct rectification of a name, in case, it is found to be identical or too similar.

10. It cannot be expected that for every newly registered company, there will always be a situation, where the registering authority is able to trundle through various names in order to check, whether they are identical with or nearly resemble a previously registered name. Even assuming that threshold has been overcome, the previously registered company can be naturally aggrieved, if the names are too close, particularly, if the industry or areas that they work in are almost similar, as in the present case.

11. In the present case, it has been admitted by counsel for petitioner that the petitioner/company is working in exactly the same area as that of respondent no.3/complainant company i.e. DNA testing. Therefore, the similarity between DNA Forensics Test Solutions Pvt. Ltd. (petitioner company) and DNA Forensics Laboratory Pvt. Ltd (respondent NO. 3/complainant company) is too similar/almost identical, to ignore.

12. The Central Government cannot be precluded from formulating an opinion and moving forward with a decision under Section 16(1)(a) of the Act, only because it has been triggered by an application. That would be W.P.(C) 9684/2026 and CM APPL. 45118-45119/2026 8/8 curtailing and binding the hands down of the regulator to an extreme and illogical extent.