Objections to Company Names
This article examines possible objections to company names. It provides an overview of the reasons that people can object to the name of a limited company and is based on information obtained from the Companies House web site https://www.gov.uk/government/publications/incorporation-and-names/incorporation-and-names
Overview of Objections to Company Names
Following a complaint, a company’s registered name may have to be changed if the:-
- name is “too like” an existing name on the index
- misleading information to support the use of a sensitive word or expression was provided at the time of registration
- name gives so misleading an indication of the company’s activities, it is likely to cause harm to the public
- company no longer justifies omitting “Limited” from the end of its name
- name is the same as a name associated with the applicant (complainant) in which they have goodwill; or it is sufficiently similar and is likely to mislead by suggesting a connection between the company and the applicant This is called “opportunistic registration”.
“Too Like” Names
A name may be “too like” an existing name if it differs from another name only slightly. It may differ by only a few characters, signs symbols or punctuation or if it looks and sounds the same.
When considering a complaint on grounds of “too like” Companies House cannot take account of factors such as:-
- alleged trademark infringement
- implied association
- possible passing off
- geographic location
- similarity of activities
The Secretary of State must give any direction within twelve months of the company’s registration by the name in question.
The vast majority of names are available to register. However, Companies House advise applicants to check the index of company names before proceeding with their application. This will avoid the possibility of incurring additional costs of changing stationary, signage, website etc,
A company may need to change its name if, within 5 years of registration, it no longer justifies the use of a previously approved sensitive word. This may be because misleading information was provided when the name was registered. It may also no longer be fulfilling an undertaking or assurance given to support the name.
Misleading indication of activities
A company may need to change its name if it gives so misleading an indication of the nature of its activities it is likely to harm the public. There is no time limit for making a complaint.
When you need to re-instate “limited” in a company name
The Secretary of State could direct a company limited by guarantee to reinstate “limited” or “ltd”, “cyfyngedig” or “cyf” in its name if it no longer meets the requirements for exemption.
Opportunistic registration is the term applied to a company or LLP, which registers a name, which is the same as an existing name in which another person has goodwill; or if a name is so similar the public are unable to distinguish between one name and another.
The Company Names Tribunal (“CNT”), a part of the Intellectual Property Office, considers complaints about opportunistic registration. This provision provides a remedy for parties who believe the registration of a company or LLP name in which they have a goodwill causes them harm.
If the CNT upholds a complaint the Company Names Adjudicator may issue an Order requiring the company in question to change its name. If the company fails to comply by voluntarily changing its name the Adjudicator may give notice to the Registrar of Companies to change the name of the company to its company number, so that it’s number becomes it’s name.
For further information on objections to company names, please contact Stallion Accountancy Services.